; or (B) the failure of the United States corporation to pursue or create a general public benefit. (4) Limitation on standing Neither a director nor an officer of a United States corporation shall have any duty to a person that is a beneficiary of the general public benefit purpose of the United States corporation because of the status of the person as such a beneficiary. (5) Business judgments A director or an officer of a United States corporation who makes a business judgment in good faith shall be deemed to have fulfilled the duty of the director under paragraph (1) or the officer under paragraph (2), as applicable, if the director or officer— (A) is not interested in the subject of the business judgment; (B) is informed with respect to the subject of the business judgment to an extent that the director reasonably believes to be appropriate under the circumstances; and (C) rationally believes that the business judgment is in the best interests of the United States corporation. (d) Right of action (1) Limitation on liability of corporation A United States corporation shall not be liable for monetary damages under this section for any failure of the United States corporation to pursue or create a general public benefit. (2) Standing A proceeding to enforce the requirements of this section may be commenced or maintained only— (A) directly by the United States corporation to which the proceeding applies; or (B) derivatively, under the laws of the State in which the United States corporation is organized, by a person, or a group of persons, that own— (i) beneficially or of record not less than 2 percent of the total number of shares of a class or series outstanding at the time of the act or omission that is the subject of the proceeding