BENEFIT CORPORATIONS S.B. 666 (S-1) & 667 (S-1):
SUMMARY OF BILL
REPORTED FROM COMMITTEE
Senate Bills 666 and 667 (Substitute S-1 as reported)
Sponsor: Senator Sean McCann
Committee: Finance, Insurance, and Consumer Protection
CONTENT
The bills would provide for the incorporation of a benefit corporation, which would be a
corporation focused on general public benefit, such as having a positive effect or reducing a
negative effect for at least one community or category of persons. A benefit corporation would
have to measure its intended benefit by a standard that met specific requirements when filing
an annual report submitted to the Department of Licensing and Regulatory Affairs (LARA).
The bills would prescribe the process for the corporation, a director, or certain shareholders
or owners to commence a claim asserting that a director or officer violated a duty or standard
of the bills or failed to pursue any benefit the corporation set forth in its articles of
incorporation.
The bills are tie-barred, and each bill would take effect one year after its enactment.
BRIEF RATIONALE
According to testimony, many corporations in the State want to have a socially beneficial
purpose in addition to increasing profits for shareholders; however, a shareholder could sue
a board of directors for prioritizing a social benefit over the maximization of shareholder
profits. Some have argued that corporations in Michigan should have a tool to balance
priorities without worrying about their vulnerability to litigation, and so establishing benefit
corporations has been suggested.
MCL 450.1911 et al. (S.B. 666)
450.1105 et al. (S.B. 667)
FISCAL IMPACT
The bills would have no fiscal impact on State or local government.
Date Completed: 12-11-24 Analyst: Nathan Leaman
floor\sb666/667 Bill Analysis @ www.senate.michigan.gov/sfa
This analysis was prepared by nonpartisan Senate staff for use by the Senate in its deliberations and does not
constitute an official statement of legislative intent.


Statutes affected:
Senate Introduced Bill: 450.1911
As Passed by the Senate: 450.1911