Section 7-101-506 - Duties of directors(1) The board of directors shall manage or direct the business and affairs of a public benefit corporation in a manner that balances the pecuniary interests of the shareholders, the best interests of those materially affected by the corporation's conduct, and the specific public benefit identified in its articles of incorporation.(2) A director of a public benefit corporation:(a) Does not, by virtue of the public benefit provisions of section 7-101-503 (1), have a duty to any person on account of an interest of the person in the public benefit identified in the articles of incorporation or on account of an interest materially affected by the corporation's conduct; and(b) With respect to a decision implicating the balance requirement in subsection (1) of this section, will be deemed to satisfy the director's fiduciary duties to shareholders and the corporation if the director's decision is both informed and disinterested and not such that no person of ordinary, sound judgment would approve.(3) For the purposes of this section, a director's ownership of or other interest in the stock of a public benefit corporation does not, alone, create a conflict of interest on the part of the director with respect to the director's decision implicating the balancing requirement in subsection (1) of this section, except to the extent that the ownership or interest would create a conflict of interest if the corporation was not a public benefit corporation. In the absence of a conflict of interest, a failure to satisfy the balancing requirement specified in subsection (1) of this section does not, for the purposes of section 7-108-401 or 7-108-403 or article 109 of this title 7, constitute an act or omission that is not in good faith or a breach of the duty of loyalty.Amended by 2022 Ch. 33, § 2, eff. 8/10/2022.Amended by 2019 Ch. 166, § 66, eff. 7/1/2020.Amended by 2017 Ch. 386, § 3, eff. 8/9/2017.Added by 2013 Ch. 230, § 1, eff. 4/1/2014.L. 2013: Entire part added, (HB 13-1138), ch. 1102, p. 1102, § 1, effective 4/1/2014. L. 2017: (3) amended, (HB 17-1200), ch. 2001, p. 2001, § 3, effective August 9. L. 2019: (3) amended, (SB 19-086), ch. 1965, p.1965, § 66, effective 7/1/2020.Section 72 of chapter 166 (SB 19-086), Session Laws of Colorado 2019, provides that the act changing this section applies to conduct occurring on or after July 1, 2020.
2022 Ch. 33, was passed without a safety clause. See Colo. Const. art. V, § 1(3).