How to Pass Benefit Corporation Legislation

With over half the country having adopted benefit corporation legislation, future state adoption of the form is becoming less of a nice-to-have and more of a need-to-have. B Lab has assisted in passing the laws in all states that have enacted it and we are working on passing it in the majority of the remaining states.  We can provide a wealth of experience, information and materials that can aid in your legislative and advocacy efforts. B Lab also works with attorneys from Drinker Biddle & Reath, one of the nation’s leading law firms, who can draft legislation specifically for your state. Before introducing legislation, engaging legislators, or embarking on an effort to pass benefit corporation legislation, please contact B Lab at holly@bcorporation.net or 212-608-4150.

After helping to pass legislation in 31 states including the District of Columbia, there are a number of best practices that B Lab recommends when introducing benefit corporations to your legislature:

  • Use the Model Legislation: We recommend using the model legislation when considering passing benefit corporation legislation in your state. The Model Legislation was drafted by Bill Clark from Drinker, Biddle, & Reath LLP and has evolved based on input from state legislatures, state bar associations, Secretaries of State offices, Attorney General Offices, associations, nonprofit groups and businesses. It reflects the expressed needs of business leaders and investors interested in using the power of business to solve social and environmental problems, and can be conformed to local corporate codes. Choosing the model legislation will also allow your state to be consistent with the other 31 states that have passed benefit corporation legislation and ensures your state has the best practice and most cutting edge legislation available. 
  • Recognize that Benefit Corporation Legislation is a Bipartisan Issue: Making sure the effort is bipartisan can ease passage in many states. Benefit corporation legislation has received over a 90% aye vote from all floor votes. Benefit corporation is often passed unanimously when there is support from more than one party from the start. Since this is simply a voluntary business choice that expands the free market, the legislation is liked by both Democrats and Republicans. Additionally, since the legislation is popular and cost free, leaders of various legislative chambers or chairs of the judiciary or economic development committees are ideal sponsors or co-sponsors of the bill.
  • Consult Key Stakeholders: B Lab recommends that you appraise a few relevant organizations in your state about the legislation before the bill is introduced. These groups include business associations, chambers of commerce, the Secretary of State, and the Bar Association. B Lab is here to assist in these meetings. We can provide many years of experience and knowledge on benefit corporation legislation. 
  • Consult Key Legislative Bodies: It is important to discuss the legislation with the Judiciary and Commerce Committees. The legislation will typically proceed through either or both of those committees during the legislative process.
  • Contact B Lab: The bill is a very simple concept, but due to its newness and simplicity the issue can seem confusing and is easily misunderstood. A conversation with B Lab can help clarify the laws intent and explain the pros and cons of the legislation.

 

Model Legislation

 

Legislative Talking Points

 

Legal Justification