Patagonia Is First to Register for ‘Benefit Corporation’ Status in California

Patagonia on Tuesday became the first company in California to elect benefit corporation status. 

A dozen CEOs filed their documents at 9:30 a.m. as soon as the offices of the California Secretary of State opened. Scores of other businesses have expressed interest in registering in the next few months, according to B Lab, a nonprofit that has been instrumental in certifying and advocating for benefit corporations.

Benefit corporations are a new kind of corporation legally required to: 1) have a corporate purpose to create a material positive impact on society and the environment; 2) redefine fiduciary duty to require consideration of the interests of workers, community and the environment; and 3) publicly report annually on its overall social and environmental performance using a comprehensive, credible, independent, and transparent third party standard. 

Benefit corporations are an alternative to standard incorporations, which prioritize the financial interests of shareholders over the interests of workers, communities, and the environment.

“Patagonia is trying to build a company that could last 100 years,” said Patagonia founder Yvon Chouinard. “Benefit corporation legislation creates the legal framework to enable mission-driven companies like Patagonia to stay mission-driven through succession, capital raises, and even changes in ownership, by institutionalizing the values, culture, processes, and high standards put in place by founding entrepreneurs.” 

New York, New Jersey, Virginia, and Hawaii passed similar legislation in 2011, joining Vermont and Maryland who did so in spring 2010. Benefit corporation legislation has also been introduced in Michigan, Pennsylvania, North Carolina, and the District of Columbia. B Lab says benefit corporation legislation has enjoyed strong bi-partisan support in every state.

The California bill had significant business support, including that of more than 200 individual California businesses, 12 business associations, including the Silicon Valley Leadership Group and the U.S. Green Building Council, standards organizations like GreenSeal, and more than 3,000 California citizens through the advocacy efforts of Care2.com, all interested in creating better choices for the growing number of entrepreneurs and investors who seek to create businesses that create both social and shareholder value.

The full list of companies registering in California on Tuesday is: DopeHut, Dharma Merchant Services, Give Something Back Office Supplies, Green Retirement Plans, Opticos Designs, Patagonia, Rimon Law, Scientific Certification Systems, Solar Works, Sun Light & Power, Terrassure Sustainable Land & Resource Development, Thinkshift Communications.

Additional background on benefit corporations, including national and local legislative updates is available at www.benefitcorp.net.  

In September, B Lab launched an investment rating system to help link private investment capital with for-profit social enterprises.

Bart King is a PR consultant and principal at Cleantech Communications