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B Corporation Shareholders

Allen Matkins

When Must A Proxy Include The "General Nature Of The Matter To Be Voted On"?

Allen Matkins on

The California Nonprofit Corporation Law defines a "proxy" as a "written authorization signed by a member or the member's attorney in fact giving another person or persons power to vote on behalf of such member".  Cal. Corp....more

Allen Matkins

Not Every California Corporation Is Governed By The California General Corporation Law

Allen Matkins on

The California General Corporation Law is part of the California Corporations Code, but not every corporation incorporated in California is formed or governed by the General Corporation Law.   In fact, the Corporations Code...more

Allen Matkins

For How Long Is That Proxy Valid?

Allen Matkins on

Section 705(a) of the California Corporations Code provides that no proxy is valid after the expiration of 11 months from the date thereof unless otherwise provided in the proxy.  This is a reflection of the fact that proxies...more

Allen Matkins

When Cumulative Voting Precludes Election Of Directors By Ballot

Allen Matkins on

The California Nonprofit Mutual Benefit Corporation Law contemplates three different methods for members to take action: at a meeting, by ballot, and by unanimous written consent.  Cal. Corp. Code §§ 7512(a), 7513 & 7516. ...more

Allen Matkins

The Superior Court Has The Authority To Determine The Validity Of Board Elections, But What About Recalls?

Allen Matkins on

Section 709 of the California Corporations Code provides a mechanism for "any shareholder" or "any person who claims to have been denied the right to vote" to obtain a determination by the Superior Court of the validity of...more

Rivkin Radler LLP

Unreasonable Compensation As Constructive Dividend, Redux

Rivkin Radler LLP on

An often-explored theme of this blog is the frequency with which similarly situated owners of similarly situated closely held business, facing a similar set of economic circumstances, and presented with a similar set of...more

Wilson Sonsini Goodrich & Rosati

Converting to a Delaware Public Benefit Corporation: Lessons from Experience

The past two years have seen a dramatic shift in practice relating to the Delaware public benefit corporation (the PBC)—a corporate form that requires the board of directors to balance stockholders' monetary interests, the...more

White & Case LLP

Q&A: A global movement to use business as a "force for good"

White & Case LLP on

Holly Ensign-Barstow, the Director of Stakeholder Governance and Policy for B Lab, a nonprofit that certifies companies as B Corporations, describes the benefits of making sure a company's operations and business model...more

Kilpatrick

KEY TAKEAWAYS - Corporations v. “B Corps:” What Are They and Why Do They Matter?

Kilpatrick on

Benefit Corporations, Certified B-Corps™ and similar social purpose entities are gaining traction, especially with Generation Z aging into the prime consumer and investor generation. Still, there is confusion around what...more

Perkins Coie

Making Sustainability a Stakeholder

Perkins Coie on

Consumers increasingly are aware of, and make value assessments and purchase decisions based on, the environmental and social impact of brands. Brands, in turn, are evaluating and embarking on sustainability programs. Before...more

Pillsbury Winthrop Shaw Pittman LLP

Benefit Corporations and B Corps Among Options For Startups Seeking To Do Good

Added legal protection and potential marketing benefits make benefit corporations and B Corps a great fit for certain entrepreneurs and industries. But interested parties should carefully consider all details before jumping...more

Mintz - Energy & Sustainability Viewpoints

Save the World, Reduce Your Cost of Capital: How Danone is Turning ESG Impact into Lower Borrowing Costs

The world is changing! Over the last several years, Environmental, Social and Governance (ESG) criteria have been an emerging focus in the investing world, primarily driven by equity investors where it can be harder for a...more

Cooley LLP

Blog: So You Want to Be a “B Corp.” — What Does That Mean?

Cooley LLP on

Many of our clients approach us with some variation of “We want to be a B Corp.” What does that mean exactly? The term “B Corp” is often used interchangeably to refer to both benefit corporations and Certified B Corporations,...more

Baker Donelson

Tennessee Benefit Corporation Statute

Baker Donelson on

Governor Haslam recently signed into law the "For-Profit Benefit Corporation Act" (the FPBCA), which has now been assigned Public Chapter No. 497. The FPBCA will take effect on January 1, 2016 and will allow for-profit...more

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