MONTPELIER, Vt. - Ben Cohen and Jerry Greenfield wish a bill making its way through the Vermont Legislature had been law decades ago.
If they’d been allowed to set up as a benefit corporation their Ben & Jerry’s Homemade Inc., the Vermont-based super premium ice cream maker, they might not have had to sell out to the British-Dutch conglomerate Unilever 10 years ago.
Benefit corporations are devoted to a triple bottom line of “people, planet and profits,” said Andrea Cohen of Vermont Businesses for Social Responsibility.
Under legislation now proposed in Vermont and other states, they’d have their status as a benefit corporation – with an annual report on goals such as environmental protection and community involvement – written into their charter. That would better enable them to dodge a takeover based purely on finances.
Sen. Hinda Miller, a principal sponsor of the Vermont legislation, said a benefit corporation could resist a takeover bid – and protect its social mission – even in the face of a lucrative price-per-share offer.
“They can say, ‘Thanks for the great price,’” said Miller, a Democrat, “‘but we’re not going to sell because we have obligations beyond the price of the stock.’”
To earn and maintain its status as a benefit corporation, a company would have to file an annual report listing and detailing progress toward goals including lowering carbon emissions, providing health care for part-time workers, or giving employees time off for community service.
Benefit corporation bills have been introduced in Maryland and Vermont, and are expected to get a hearing next year in Colorado, North Carolina, Pennsylvania and Washington state, said Jay Coen Gilbert, co-founder of B Lab, a Philadelphia-area nonprofit promoting the benefit corporation idea.