Introduction

Traditionally, an entity was required to make a choice to pursue either for-profit or non-profit purposes; it could not do both. However, answering increased demand for socially responsible enterprises, on August 1, 2013, Delaware amended its General Corporation Law to allow entrepreneurs to incorporate a new form of entity known as a public benefit corporation (PBC) and to pursue both for-profit and non-profit purposes.

This article addresses the formation, operation and termination of Delaware PBCs, their access to private capital, their recent IPOs, acquisitions, takeover threats, director liabilities and risk of derivative actions.