Earlier this month, I was pleased to be invited to moderate a discussion on Maryland Benefit Corporations at Bethesda Green. ChangeMatters was a co-sponsor, joining the local Chamber of Commerce and B Lab.
Aide to Sen. Jamie Raskin, Kasey Wright spoke about her hopes and vision for these kind of companies becoming leaders of a new way of doing business in Maryland, and by extension, as models for the nation. Jay Coen Gilbert (www.bcorporation.net) continued to lay out the challenge to the mix of green business owners, their advisors, and local government officials assembled by suggesting “if you envision a more sustainable economy, you are the leaders we’ve been waiting for, and that the eyes of the country are on Maryland.” Coen Gilbert says, “This law marries the power of private sector with purpose of civil society.” Julie Paez and Pennye Jones-Napier, the owners of Big Bad Woof (a DC Takoma business, which plans to open a corporately-owned store in Hyattsville, MD that could be a model for future franchises), related waking up at 5:30am to drive to Baltimore with their attorney, Laura E. Jordan, The Capital Law Firm, PLLC to become the first to file. Jordan emphasized the importance of being clear in our language about the difference between B Corp Certification and the Benefit Corporation corporate form. She said, “To me, the beauty is that the law takes what’s already working in our free market system and turns it on itself. You can pursue bottom line financially and social benefit, too.” Electing to be a Benefit Corporation allows a business to offer something different as a competitive advantage. Jones-Napier has been asked by other business owners why they should do it, and she responds, “why not do it? For us, it’s about mission alignment.”
Both Jon Widrick, Ascensus Law Group, and I were quite surprised to hear from Wright and Coen Gilbert that not including LLCs in the Benefit Corporation law had simply been an oversight. We both see good value in making this kind of designation available to LLCs, because so many more businesses are this type of business—and so much local economic activity is being conducted by LLCs. Other states have handled this in a couple of different statutory approaches (the Low Profit, Limited Liability Corporation, L3C, being just one of them), and it will be interesting to see what legislators, business owners, social entrepreneurs, their advisors, and government agencies develop as next steps.
