Public Benefit Corporations coming to Minnesota

Effective January 1, 2015, Minnesota will begin incorporating "public benefit corporations," corporate entities with a "purpose of pursuing general public benefit." The substantive difference between a GPBC and a standard corporation appear to be the duties of the director (and thus the company itself):

In discharging the duties of the position of director of a general benefit corporation, a director:

(1) shall consider the effects of any proposed, contemplated, or actual conduct on:
(i) the general benefit corporation's ability to pursue general public benefit;
(ii) if the articles also state a specific public benefit purpose, the general benefit corporation's ability to pursue its specific public benefit; and
(iii) the interests of the constituencies stated in section 302A.251, subdivision 5, including the pecuniary interests of its shareholders; and

(2) may not give regular, presumptive, or permanent priority to:
(i) the pecuniary interests of the shareholders; or
(ii) any other interest or consideration unless the articles identify the interest or consideration as having priority.

The result is a corporation that blends non-profit "public good" intention with the basic structure and operation of a standard corporation.

The same law will also allow the incorporation of "specific public benefit corporations," which are like general public benefit corporations except, you know, more specific.