Benefit Corporation Law and Governance

APPENDIX FRubric for Board Decision Making of a Delaware Public Benefit Corporation

Summary

In 2013, Delaware adopted legislation authorizing a corporation created in Delaware to become a public benefit corporation (PBC). The new law (like its counterparts, now adopted in more than thirty U.S. jurisdictions) allows for-profit companies to operate in a manner that sustainably creates long-term value for its stakeholders and others. Specifically, the Delaware law defines a PBC as a for-profit corporation that is intended to produce a public benefit or benefits and to operate in a responsible and sustainable manner.

The statute does not define “responsible and sustainable,” but instead mandates that the directors must balance the interests of its ...