California governor spurs creation of benefit corporations that can prioritize sustainability

by Shane Henson — December 19, 2011—The creation of high-quality jobs in California through benefit corporations received a major push through Governor Jerry Brown’s signing of Assembly Bill 361. The legislation, introduced by Assembly member Jared Huffman (D-San Rafael), offers California businesses the choice of organizing as a new class of corporation that meets a higher level of corporate responsibility called benefit corporations.

While companies organized under the state’s general corporate law are required to attribute highest importance to their profits, benefit corporations must consider impacts on society, employees and the environment, as well as profits, and have the freedom to prioritize these at their discretion. They must also pursue the creation of a material positive impact on society and the environment while simultaneously meeting higher standards of accountability and transparency.

The bill received significant support from more than 200 individual California businesses. Wendel, Rosen, Black & Dean, one of the oldest and largest law firms east of the San Francisco Bay, also actively supported the bill. In 2010, the firm earned B Corporation Certification from B Lab, the organization that sponsored the legislation. Wendel Rosen Partner Donald Simon co-chaired the legal advisory team that drafted the legislation and championed its adoption.