+

The Benefit Corporation and Social EnterpriseAmy Kincaid, ChangeMatters, Benefit LLCThe Foundation for Prince George’sNovember 10, 2011

+Topic and Resource People

1. All about: the New Maryland Benefit Corporation Laws

2. In the mix: social enterprise and socially-responsible biz

Amy Kincaid Jon Widrick, Esq. Phil Stoler, CPA

+Benefit Corporation Law

General and specific public benefits Protection for corporate directors Reporting Third party standards Not a certification Maryland was first in the nation to pass the law.

Main Provisions

+Open Questions

Third Party Standard Data Rules and Regulations Tax Rules and Accountability Note: Appropriate for nonprofit corporations?

Mechanics and meaning—could/should a tax exempt organization do this?

+Following Maryland

Vermont New Jersey Virginia California (and also Flexible Purpose) Hawaii New York (passed, but not yet signed into law) Four other states introduced it

+Maryland Benefit LLC

First and only state so far. LLCs and contract law For tax exempts with LLC subsidiaries, is this a good

option?

+Who is it for? Who’s doing it?In Maryland

Big Bad Woof — retail Emory Knolls Farm —

greenhouse Blessed Coffee — importing Taharka Bros. — fast food Global Contribution Corp. (St.

Paul, MN) — shared workspace developer

Considering: LessonCast

ChangeMatters, Benefit LLC Substance151, Benefit LLC Clean Currents, Benefit LLC Restaurant startup in DC Artisan market

Benefit Corporation Benefit LLC

+In Virginia

Farm Community Consultants, Inc.

Riviana Natural Designs, Inc.

Sweet Charity Bake Shop, Inc.

Veura Inc

Note: Impact Makers

+How to File

Corporate filing or amendment to Articles of Incorporation or Organization through Maryland SDAT (State Department of Assessments and Taxation)

http://www.dat.state.md.us/

In Maryland

+In the Mix

Social Enterprise ----to---- Socially-Responsible Business

earned revenue, earned income ventures, nonprofit business activity, social ventures, social entrepreneurship, community wealth creation, social purpose business, social enterprise, common good enterprise, mission-driven business, socially-responsible small business, double-bottom line; triple-bottom line, benefit corporation

Common Good Enterprise

+Continuum

Nonprofit

+Social Enterprise Business

Harbor City Services Humanim Goodwill Baltimore Clayworks (e-

Ceramica) DC Central Kitchen Greyston Bakery Benetech

+Socially-Responsible Business

Busboys & Poets Norwood Marble and

Granite Teavolution Green Savings Coop Capital City Cheesecake Impact Makers Rivianna

+For more information

Jon Widrick, Esq.

Ascensus Law Group

www.ascensuslaw.com

widrick@ascensuslaw.com

Amy Kincaid

ChangeMatters, Benefit LLC

301-588-9108 (c)

www.changematters.com

kincaid@changematters.com Phil Stoler

Rivlin, Lichter & Feldman

pstoler@rlf-cpa.com