Benefit corp, in plain English.
Legally-required purpose
Directors must consider non-shareholder stakeholders in decisions. Codified protection against pure-shareholder lawsuits.
Recognized in 37 states + DC
Delaware (PBC), California, New York, Texas, Florida, and 32 others. We file in any recognizing state.
Annual benefit report
Most states require yearly disclosure of social/environmental impact. We help template it.
Same tax treatment
Benefit corps are taxed like regular C-corps or S-corps depending on election. Purpose adds no federal tax burden.
B-Corp certification (separate)
B Lab's B-Corp Certification is a private 3rd-party certification. You can be a benefit corp without B-Corp cert, and vice versa.
Investor + customer signal
PBC structure signals values-alignment to mission-driven capital and brand-conscious customers.
A clean handoff, in 4 steps.
Pick state of formation
Delaware PBC is most common for VC-backed startups. Some states use "Benefit Corporation" terminology, some "Public Benefit Corporation."
File articles with benefit purpose
Articles of incorporation include a "specific public benefit" clause + general public benefit language per state statute.
Adopt director duties
Bylaws codify directors' duty to consider stakeholders. Voting changes (2/3 in many states) protect benefit purpose.
File annual benefit report
Most states require yearly disclosure. Some accept B Lab's Impact Assessment as the report.
One-time, or part of your BOS.
- Articles drafted with benefit clauses
- Stakeholder-protective bylaws
- EIN included
- RA · 1 year
- Filed receipts to vault
- Everything in formation
- Annual benefit report template
- State + federal compliance tracking
- BosAI for PBC-specific questions
- Audit-ready vault
Common questions.
What is a benefit corporation?
A benefit corporation is a for-profit corporation that commits, in its charter, to pursuing a public benefit alongside profit, giving directors legal room to weigh mission and stakeholders with shareholder returns. It suits mission-driven businesses that want purpose built into the entity. We flag whether it fits and form it for you.
How is it different from a regular corporation?
A standard corporation's directors focus primarily on shareholder value, while a benefit corporation's charter authorizes and requires them to consider a stated public benefit and stakeholders, so mission is legally protected. We flag the difference so you choose the structure that matches how you want to balance profit and purpose.
Is a benefit corporation a nonprofit?
No: it is fully for-profit and can distribute profits to shareholders, it simply commits to a public benefit as well, unlike a nonprofit that cannot distribute profits. We flag the distinction so you do not confuse pursuing a mission with being tax-exempt.
What is a public benefit corporation?
A public benefit corporation is the term many states, including Delaware, use for a benefit corporation, a for-profit entity with a stated public benefit purpose. We flag your state's form and terminology so your mission-driven entity is created under the right statute.
Do benefit corporations report on their mission?
Often yes: many states require periodic reporting on the pursuit of the stated public benefit, sometimes against a third-party standard, so accountability is part of the structure. We flag your state's reporting requirements so your benefit corporation meets its ongoing mission-accountability obligations.
Can a benefit corporation raise investment?
Yes: it is a for-profit corporation that can issue stock and take investors, though investors should understand the mission commitment is built into the charter. We flag how the structure interacts with fundraising so mission-aligned investors know what they are buying into.
Is it the same as B Corp certification?
No: a benefit corporation is a legal entity type created by state filing, while B Corp certification is a separate private certification a company earns, so a business can be one, both, or neither. We flag the distinction so you pursue the legal structure and any certification deliberately.
How is a benefit corporation taxed?
Like any corporation: it is a C-corp by default with entity-level tax, or it can elect S-corp treatment, so the public-benefit commitment does not change the tax options. We flag the treatment that fits so your benefit corporation is taxed appropriately.
Can File.Business form a benefit corporation?
Yes: we form the benefit or public benefit corporation under your state's statute, provide the registered agent and bylaws, obtain the EIN, and flag the ongoing benefit-reporting requirements, so your mission-driven business has its purpose built in and stays compliant.