(1) Unless it is prepared by a benefit director or a benefit officer, the board of directors shall prepare an annual benefit report. The annual benefit report must include all of the following:

(a) A narrative description of:

1. The ways in which the benefit corporation pursued general public benefit during the year and the extent to which the general public benefit was created.
2. Any circumstance that has hindered the pursuit or creation of general public benefit or a specific public benefit by the benefit corporation.
3. The process and rationale for selecting or changing the third-party standard used to prepare the benefit report.

Terms Used In Florida Statutes 607.612

  • Benefit corporation: means a corporation that is formed, or has elected to become, subject to this part, the status of which as a benefit corporation has not been terminated. See Florida Statutes 607.602
  • Benefit director: means :
    (a) The director designated as the benefit director of a benefit corporation under…. See Florida Statutes 607.602
  • Benefit officer: means the individual designated as the benefit officer of a benefit corporation under…. See Florida Statutes 607.602
  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
  • General public benefit: means a material, positive effect on society and the environment, taken as a whole, as assessed using a third-party standard which is attributable to the business and operations of a benefit corporation. See Florida Statutes 607.602
  • Shares: means the units into which the proprietary interests in a corporation are divided. See Florida Statutes 607.01401
  • Specific public benefit: includes , but is not limited to:
    (a) Providing low-income or underserved individuals or communities with beneficial products or services;
    (b) Promoting economic opportunity for individuals or communities beyond the creation of jobs in the normal course of business;
    (c) Protecting or restoring the environment;
    (d) Improving human health;
    (e) Promoting the arts, sciences, or advancement of knowledge;
    (f) Increasing the flow of capital to entities that have as their stated purpose the provision of a benefit to society or the environment; and
    (g) Any other public benefit consistent with the purposes of the benefit corporation. See Florida Statutes 607.602
  • Third-party standard: means a recognized standard for defining, reporting, and assessing the societal and environmental performance of a business which is:
    (a) Comprehensive, because it assesses the effect of the business and its operations upon the interests provided in…. See Florida Statutes 607.602
(b) The name of the benefit director and the benefit officer, if those positions exist, and the respective business addresses to which correspondence may be directed.
(c) If the corporation has a benefit director, the statement as provided in s. 607.608(3).
(d) A statement of any connection between the organization that established the third-party standard, or its directors, officers, or any holder of 5 percent or more of the governance interests in the organization, and the benefit corporation or its directors, officers, or any holder of 5 percent or more of the outstanding shares of the benefit corporation, including any financial or governance relationship that might materially affect the credibility of the use of the third-party standard.
(2) The annual benefit report must be prepared in accordance with a third-party standard that is:

(a) Applied consistently with any previous application in prior annual benefit reports; or
(b) Accompanied by an explanation of the reasons for any inconsistent application or any change in the standard from the immediate prior report.
(3) If, during the year covered by an annual benefit report, a benefit director resigned from, or refused to stand for reelection to, his or her position, or was removed from his or her position, and he or she furnished written correspondence to the benefit corporation concerning the circumstances surrounding his or her departure, that correspondence must be included as an exhibit in the annual benefit report.
(4) The annual benefit report and the assessment of the performance of the benefit corporation in the annual benefit report required under subsection (2) are not required to be audited or certified by a third-party standards provider.
(5) Notwithstanding the requirements of this section, information that is required to be included in the annual benefit report but that is otherwise required by applicable regulatory state or federal law to be kept confidential may be omitted from the annual benefit report. If such information is omitted, the annual benefit report shall expressly state that information required by this section has been omitted in reliance on this subsection.
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