1. (a) No person may bring an action or assert a claim against a benefit corporation or its directors or officers with respect to failure to pursue or create general public benefit or a specific public benefit set forth in its articles of incorporation or violation of a duty or standard of conduct under this Act except in a benefit enforcement proceeding.

2. (b) A benefit enforcement proceeding may be commenced or maintained only:

   1. (1) directly by the benefit corporation; or

   2. (2) derivatively by:

      1. (A) a shareholder;
      2. (B) a director;
      3. (C) a person or group of persons that owns beneficially or of record 5% or more of the equity interests in an entity of which the benefit corporation is a subsidiary; or
      4. (D) other persons as specified in the articles of incorporation or bylaws of the benefit corporation.
3. (c) A benefit corporation shall not be liable for monetary damages under this Act for any failure of the benefit corporation to pursue or create general public benefit or a specific public benefit.

(Source: P.A. 97-885, eff. 1-1-13.)