Pennsylvania :: Benefit Corporations

On January 24, 2013, Pennsylvania was added to the growing list of states that allow the formation of benefit corporations, as well as enable existing corporations to elect to become benefit corporations. According to the Pennsylvania Department of State, a benefit corporation “offers entrepreneurs and investors the option to build, and invest in, businesses that operate in a socially and environmentally responsible manner.” Despite the similar public benefits purposes, it’s important to not confuse benefit corporations with nonprofits, as they are indeed for-profit entities.

Like other for-profit corporations in Pennsylvania, to form a benefit corporation, the articles of incorporation (accompanied by a docketing statement), must be filed with the Bureau of Corporations and Charitable Organizations. Applications for both types include much of the same information; however, a benefit corporation must also include a statement that it is a benefit corporation.

Furthermore, a benefit corporation must also prepare and distribute to its shareholders an annual benefit report, which includes, among other things, a narrative description of “the general public benefit and any specific public benefit pursued and created during the year and any circumstances that may have hindered the creation of these benefits.” The report is to be filed with the Department of State along with a $70 filing fee, and must also be posted on any public website maintained by said benefit corporation.

For more information on Pennsylvania benefit corporations, visit the Department of State here.

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