Senate committee substitute makes the following changes to 1st edition.
Amends proposed Article 18, adding that a benefit corporation is not entitled to claim an exemption from any property tax imposed under Subchapter II of GS Chapter 105. Expands the definition for third-party standard, and makes other clarifying and organizational changes to definitions applicable to the proposed Article. Also modifies when a material relationship is presumed to exist, found within the definition of independent person. Clarifies that a domestic corporation, including a converted domestic corporation, may be incorporated as a benefit corporation by stating such in the initial articles of incorporation. Requires the articles of incorporation to also identify any specific public benefit purpose, as specified, and any provision required or permitted by law. Adds a requirement that shareholder meetings must provide notice and discussion of the transition to or resulting existence of a benefit corporation. Includes a requirement that shareholder meetings provide notice and discussion of the anticipated effect on the shareholders of terminating the benefit corporation status. Clarifies the heightened voting requirements applicable to certain actions in proposed Article 18 setting the voting percentages to be net according to the type of entity.
Clarifies that the standard of conduct applies to the directors of a benefit corporation (was, applies to the board of directors, committees of the board, and individual directors). Specifies that a director is not liable for monetary damages arising out of an action for any act or omission to act, other than any act or omission that the director, at the time of such act or omission, knew or believed to be clearly in conflict with the benefit corporation’s general public benefit purpose or any stated specific public benefit purpose (expands previously proposed language). Indicates that the board of directors of a benefit corporation must by resolution designate a benefit director. Clarifies the duties of the benefit director. Deletes provision specifying the standard of conduct for officers. Clarifies the duties of the benefit officer, and adds that the officer must monitor the benefit corporation’s pursuit of general and any specific public benefit purposes.
Clarifies that a benefit enforcement proceeding may be commenced or maintained by a shareholder that owns 5% or more of the benefit corporation’s shares, a person or group of persons owning 5% or more (was, 10% or more) of the outstanding equity voting interests in an entity in which the benefit corporation is a subsidiary, or by one of the other preexisting entities. Adds that a benefit enforcement proceeding commenced or maintained derivatively is subject to the requirements applicable to derivative proceedings under Part 4 of Article 7 of GS Chapter 55, except that such requirements must be interpreted as specified. Adds that a benefit corporation’s annual benefit report must also include a statement of any relationship between the benefit corporation and the entity that developed the third-party standard that might affect the credibility of the objective assessment of the third-party standard. Clarifies that the benefit corporation must post each annual benefit report on the public portion of the corporation’s website for a period of five years. Adds a section, making a conforming change to GS 55-13-02(a), which concerns shareholders’ dissenting rights. Makes additional clarifying and technical changes.

Senate committee substitute makes the following changes to 1st edition.
Adds new subsection (e1) to GS 90-18.1 providing that a physician assistant who completes a medical certification for a death certificate is deemed to have been authorized to complete the certification by the physician assistant’s supervising physician. Directs that the supervising physician is to be responsible for authorizing the completion of the medical certification. Amends GS 130A-115(c) to permit the use of an electronic or facsimile signature of the physician, physician assistant, or nurse practitioner without specific approval by the state registrar. Provides that electronic signature has the same meaning as in GS 66-58.2 or GS 66-312 (was, same meaning as in GS 66-58.2). Makes conforming changes to GS 130A-115(c) and (d) to include physicians assistants. Effective October 1, 2011, and applies to certifications signed on or after that date. Makes conforming changes to the title to better reflect the bill’s content as amended.

Amends GS 105-163.1 to add a definition for buyer to Article 4A (Withholding; Estimated Income Tax for Individuals) of GS Chapter 105 as a person who pays compensation to a nonresident individual or nonresident entity for the purchase of real property and associated personal property in North Carolina. Makes conforming changes.
Enacts new GS 105-163.3A to require that buyers who purchase real estate and associated tangible personal property from a nonresident (1) individual or (2) entity withhold from the compensation paid to the nonresident seller the amount of state income taxes that is payable by the nonresident seller on the compensation received from the sale. Provides formulas for determining the amount of taxes to withhold, including guidelines regarding installment sales. Delineates types of sales and transfers of real property and any associated tangible personal property that are exempt from the withholding requirement.
Requires the buyer to file a return with the Secretary of Revenue and pay the withheld taxes to the Secretary on or before the 15th day of the month following the month in which the sale takes place. Specifies information to be included on the return and requires the buyer to provide the nonresident seller with a written statement of the information contained in the return. Provides that a buyer may refund to the seller amounts that were improperly withheld and specifies criteria to determine when an amount is improperly withheld by the buyer. Provides that a buyer may rely on a seller’s affidavit that states that withholding is not required under this statute because the seller is not a nonresident individual or entity. Provides that the affidavit must be made under penalty of perjury.
Effective for taxable years beginning on or after January 1, 2011.

Amends GS 168A-3, which lists definitions applicable to the NC Persons with Disabilities Protection Act (NC Act) to add a definition for covered governmental entity as any State department, institution, agency, or political subdivision of the State or any person contracting with a State department, institution, agency or political subdivision for the delivery of public services. Clarifies the definition of physical or mental impairment, included within person with a disability, and adds that a disorder, condition, or disfigurement that is episodic or in remission is a physical or mental impairment if it would substantially limit a major life activity when active. Expands the list of functions included under major life activities. Adds that the determination of whether an impairment substantially limits a major life activity is made without considering the beneficial effects of medication, technology, or other mitigating measures, as specified. Clarifies the definition for reasonable accommodations.
Amends GS 168A-7, clarifying that it is a discriminatory practice for a covered governmental entity to exclude a qualified person with a disability from services, programs, or activities because of the disability. Makes other clarifying changes. Makes clarifying and conforming changes to GS 168A-4 (concerning reasonable accommodations) and GS 168A-9 (concerning affirmative defenses).
Amends GS 168A-10, which prohibits retaliation, to forbid any entity or person covered under the NC Act from retaliating against or otherwise interfering with a person exercising rights or helping a person exercise rights under the NC Act. Makes other technical changes.

Repeals GS 95-98 (contracts between units of government and labor unions, trade unions, or labor organizations concerning public employees declared to be illegal).

Enacts new GS 143A-65.1, transferring the Division of Forest Resources from the Department of Environment and Natural Resources (DENR) to the Department of Agriculture and Consumer Services (DACS) as a Type I transfer. Directs the Revisor of Statutes to make conforming statutory changes, as necessary. Transfers the functions, powers, and duties of the Forestry Council from DENR to DACS as a Type II transfer. Makes conforming changes to GS 143B-279.3. Recodifies Part 12 of Article 7 of GS Chapter 143B (Forestry Council) in Article 7 of GS Chapter 143A. Makes conforming changes to GS 143A-66.1 and GS 143A-66.2. Amends GS 106-22, adding that the Commissioner of Agriculture has charge of all state forests, forest maintenance, forest fire prevention and protection, reforestation, and the protection of forests. Effective July 1, 2011.