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In the United States, a benefit corporation is a type of for-profit corporate entity, authorized by 30 U.S. states and the District of Columbia〔http://www.socentlawtracker.org/#/bcorps〕 that includes positive impact on society and the environment in addition to profit as its legally defined goals. Benefit corporations differ from traditional C corporations in purpose, accountability, and transparency, but not in taxation. The purpose of a benefit corporation includes creating general public benefit, which is defined as a material positive impact on society and the environment. A benefit corporation’s directors and officers operate the business with the same authority as in a traditional corporation but are required to consider the impact of their decisions not only on shareholders but also on society and the environment. In a traditional corporation, shareholders judge the company's financial performance; with a benefit corporation, shareholders judge performance based on the company's social, environmental, and financial performance. Transparency provisions require benefit corporations to publish annual benefit reports of their social and environmental performance using a comprehensive, credible, independent, and transparent third-party standard. In some states, benefit corporations must also file the reports with the Secretary of State, although the Secretary of State does not control the content of the annual benefit report. In some states, shareholders have a private right of action, called a ''benefit enforcement proceeding,'' to enforce the company’s mission when the business has failed to pursue or create general public benefit, although, to date, no such proceeding has been instituted by benefit corporation shareholders in any U.S. court. Benefit corporations may face difficulty in raising investor capital. Most laws require benefit corporations to be partially charitable, with shareholder value only being one of the many priorities of the company. This in turn disincentivizes venture capitalists from investing. As such, most benefit corporations start with an alternative legal structure, and register as a benefit corporation once their financial situation is more certain. To mitigate this detriment for startups, some states have allowed companies to incorporate as flexible purpose corporations. There are around 12 third-party standards that meet the requirements of the legislation. Benefit corporations need not be certified or audited by the third-party standard. Instead, they use third-party standards solely as a rubric a company uses to measure its own performance. ==History== In April 2010, Maryland became the first U.S. state to pass benefit corporation legislation. As of September 2015, 30 states and Washington, D.C. have passed legislation allowing for the creation of benefit corporations:〔(Benefit Corp: State by State Legislative Status )〕 Instead of recognizing benefit corporations, the State of Washington created Social Purpose Corporations through (HB 2239 ). Connecticut's benefit corporation law is the first to allow "preservation clauses," which allow the corporation's founders to prevent it from reverting to a 'For Profit' entity at the will of their shareholders.〔http://www.ctnewsjunkie.com/archives/entry/social_entrepreneurs_celebrate_new_corporate_structure,http://ctbenefitcorp.com/become-benefit-corp//〕 In Illinois, legislation is pending that establishes a new type of entity called the “benefit LLC,” making the state the first to allow limited liability companies the same opportunities afforded to Illinois corporations under the state’s Benefit Corporation Law.〔S.B. 2358, 98th Gen. Assem. (Ill. 2013).〕 抄文引用元・出典: フリー百科事典『 ウィキペディア（Wikipedia）』 ■ウィキペディアで「Benefit corporation」の詳細全文を読む スポンサード リンク
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