Benefit Corporation
Social enterprises, mission-driven businesses, companies prioritizing social/environmental impact
15 Pa.C.S. §§ 3301–3341 (Act 170 of 2012)
Notice: Business entity selection and formation involve legal, tax, and liability considerations that vary by situation. This information is provided for educational purposes. Consult with a licensed attorney and tax professional for guidance specific to your business.
Key Facts
Formation Fee
$125
Liability
Limited liability for shareholders
Taxation
Same as standard C-Corp (can also elect ...
Owners
Shareholders
Liability Protection
Limited liability for shareholders
Tax Treatment
Same as standard C-Corp (can also elect S-Corp)
Management Structure
Board of Directors with duty to consider benefit purpose
Ownership
Shareholders
Advantages & Disadvantages
Advantages
Disadvantages
Formation Steps
Choose a business name
Draft Articles of Incorporation with general/specific public benefit purpose
File with PA Dept of State ($125)
Publish notice in two newspapers
Adopt bylaws incorporating benefit purpose
Select third-party standard for measuring benefit
File annual benefit report
Third-Party Benefit Standards
Pennsylvania benefit corporations must assess their performance against a recognized third-party standard in their annual benefit report. Common standards include:
B Lab (B Impact Assessment)
The most widely recognized standard. Comprehensive assessment covering governance, workers, community, environment, and customers.
Global Reporting Initiative (GRI)
International standards for sustainability reporting used by larger organizations.
Underwriters Laboratories (UL 880)
Standards for organizational sustainability measurement.
Green Seal
Environmental leadership standards for products, services, and organizations.
Pennsylvania: The Pioneer
In 2012, Pennsylvania became the first state in the nation to enact benefit corporation legislation (Act 170). This provides legal protection for directors who consider stakeholder interests beyond shareholder profit maximization.
Governing law: 15 Pa.C.S. §§ 3301–3341 (Act 170 of 2012)