Amend Business Corporations Act.

SB 267 amends North Carolina's Business Corporations Act to allow corporations to include in their articles of incorporation provisions that limit or eliminate personal liability for directors and officers regarding monetary damages from breaches of duty, with specific exceptions (such as acts in bad faith, improper personal benefits, or prior breaches). The bill also clarifies that boards may adopt emergency bylaws in advance of a catastrophic event to govern corporate operations during the emergency, including procedures for board meetings and substitute directors, but these bylaws expire once the emergency ends. These changes apply directly to all corporations organized under North Carolina law, affecting how they structure leadership liability protections and manage crises. The bill makes no new requirements but refines existing legal mechanisms for corporate governance.