Should Your Startup Take the Public Benefit or B Corp Route?
- Mick Bain
NOTE: This article originally appeared on TechCrunch.com on October 2, 2016.
While most founders want to make a boatload of money, achieving a stunning exit is hardly the only driver for most entrepreneurs. More often, they’re fueled by the challenge of solving a problem or producing something meaningful, whether it’s an app or an ice cream.
Some want to make a corporate commitment to social responsibility by organizing their business as a public benefit corporation under State law, with a mission to do good written into the governing documents. Still, others may want to take the step of having their company certified as a B Corp.
Customers and job candidates might even prefer mission-driven products and employers over competitors. But do investors?
The B Corp certification route has been a boon for some. Ben & Jerry’s, Method, Etsy and Warby Parker are among the best known of more than 1,800 businesses in 50 countries that are certified B Corps, meaning they’ve completed a rigorous and sometimes costly process that confirms their claims of being environmentally friendly, socially conscious and worker-friendly. Certification earns them the right to use the increasingly familiar B Corp logo on their cartons, hang tags and websites.
No, they're not nonprofits
In some cases, forming as a benefit corporation or obtaining B Corp certification might help founders raise capital from like-minded investors and be a differentiator in a crowded marketplace. But will it scare off investors who don’t understand it?
People tend to be cautious about putting capital into models they don’t comprehend—and rightly so. Some investors incorrectly assume benefit corporations operate like nonprofits, which is hardly a compelling model for attracting funds for growth-oriented businesses. Others may worry that conforming to B Corp standards will limit the profitability of the venture.
Even investors who respect the principles that guide these businesses may hesitate to open their wallets. They may fear that a commitment to social causes might undermine the VCs’ all-consuming quest for profits. It’s not that investors are cold or heartless; rather, they have a fiduciary responsibility to their own investors to achieve the best returns possible on investments. And they themselves operate in a competitive marketplace that is largely driven by financial returns.
Perhaps the best thing you can do as founders of a benefit corporation—or a pondering B Corp certification—is to communicate your priorities clearly to one another, to your team and to prospective investors. There’s nothing inherently evil about wanting to be profitable, and there’s no virtue in embracing a lofty vision while your business tanks.
Several VCs have invested in benefit corporations or in certified B Corps, so going this route and raising capital are not inconsistent. But be prepared for questions from investors who want to understand how you’ll balance your social mission with the imperative to maximize profits and returns to your shareholders.
Seeking a balance
Let’s say your company is fielding two acquisition . The $500 million moves all jobs overseas to factories that underpay their workers and produce emissions that pollute the environment. The $450 million keeps your loyal team in place in their LEED-certified offices. You can see the complexities in squaring your decision with your values as a benefit corporation, your obligation to your investors and your ethical mission.
And remember that opting not to incorporate as a benefit corporation doesn’t mean your business must by default espouse greed, selfishness and wanton destruction of natural resources. In fact, many certified B Corps are not incorporated as benefit corporation under State law. Regardless of the type of entity under State law, you can adopt as many earth-friendly and employee-friendly practices as you and your team wish if they are reasonably justified as being in the best interests of your shareholders.
Use only compostable products in your kitchen and restrooms. Give your staff paid time off to tutor in public schools or build houses with Habitat for Humanity. Hold a canned food drive, host blood drives and commit a percentage of your profits to humanitarian causes.
All of these actions can be justified on the grounds that they help you attract and retain the best talent, which in turn makes your company more valuable. The benefits that your provides to the community may not be written into your , but there’s no reason they can’t be a critical component of your mission.