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.
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.