Rick Alexander: Benefit Corporations & Pursuing Profit With Purpose
If you only have two minutes, click here for a highlight from the interview.
Rick Alexander has practiced law for 26 years at Morris, Nichols, Arsht & Tunnell LLP, including four years as managing partner. He remains counsel to the firm. During that time, he was selected as one of the ten most highly regarded corporate governance lawyers worldwide, as Delaware Mergers & Acquisitions Lawyer of the Year, as Delaware Corporate Law Lawyer of the Year, and as one of the 500 leading lawyers in the United States.
In 2015, Rick became the Head of Legal Policy at B Lab. In that position, Rick works with lawyers, companies, investors, legislators and regulators around the world, seeking to create sustainable corporate governance structures. Rick prepared the initial drafts of both the Delaware public benefit corporation legislation and the ABA Benefit Corporation White Paper, and serves as Special Consultant to the ABA’s Corporate Laws Committee. He chairs the Funding Implementation Committee of the Delaware Access to Justice Commission, co-chairs the Content Committee of the American College of Governance Counsel, and is a member of the Commonwealth Climate and Law Initiative Advisory Board. He also serves as a board member of the Transgender Legal Defense and Education Fund and the Clerky Legal Concepts for Founders Editorial Board.
Rick has written three books, The Public Benefit Corporation Guidebook and The Delaware Corporation, and his third book, Benefit Corporation Law and Governance: Pursuing Profit with Purpose, published by Berrett-Koehler Publishers. He has published articles in Harvard Business Law Review, Journal of Applied Corporate Finance, Business Lawyer, Business Law Today, Delaware Journal of Corporate Law, Review of Securities and Commodities Regulation, Law360, Insights, and Agenda.
Some highlights from Andrew’s interview with Rick include:
- The history, rationale, and legal context of the Benefit Corporation
- The benefit of Benefit Corporations for entrepreneurs, investors, and society
- An explanation of why there are so many more Benefit Corporations relative to the number of Certified B Corps
- How the Benefit Corporation entity is a great choice for an enterprise of any size
- What’s Next: Scaling the impact of Benefit Corporations through publicly traded markets
- What’s Now: Rick’s new book: Benefit Corporation Law and Governance: Pursuing Profit with Purpose
Resources:
- BenefitCorp.net: State by State Status of Legislation & Benefit Corporations and the Public Markets
- Laureate Education’s SEC Prospectus
- The States as a Laboratory: Legal Innovation and State Competition for Corporate Charters by Roberta Romano
- The State Competition Debate in Corporate Law by Roberta Romano
- The Revlon Doctrine — The Fiduciary Duties of Directors when Targets of Corporate Takeovers and Mergers (The Revlon Case on Wikipedia)
- Business Insider: Secrets of eBay-Craigslist Lawsuit Revealed: eBay “Obsessed With Profits”
- From the Stockholder to the Stakeholder: How Sustainability Can Drive Financial Outperformance (related article in Forbes)
- New York State Common Retirement Fund Environmental, Social and Governance Report (searchterm: “market level”)
- The Atlantic: The Backstory Behind That ‘Fearless Girl’ Statue on Wall Street (State Street Performance for the Future)
- Pension Funds as Universal Owners: Opportunity Beckons and Leadership Calls by Roger Urwin
- NY Times: Some Big Public Pension Funds Are Behaving Like Activist Investors
- The Universal Owner’s Role in Sustainable Economic Development
- Universal Owners: Challenges and Opportunities
- Putting the Universal Owner Hypothesis into Action: Why large retirement funds should want to collectively increase overall market returns and what they can do about it
- Universal Ownership — Why environmental externalities matter to institutional investors
- Universal ownership: exploring opportunities and challenges
Videos:
- Production of Desired Results/Production Capability Balance from Stephen Covey’s 7 Habits of Highly Effective People
- P/PC Balance in Organizations
- Why the Corporation is Failing: Colin Mayer
- The Shareholder Value Myth: Lynn Stout
- Corporate Governance — What do shareholders really value?
- The Laura Flanders Show: Cooperative Economics for a POC-Led Future: Aaron Tanaka
Books:
- Benefit Corporation Law and Governance: Pursuing Profit with Purpose by Rick Alexander
- Foundations of Corporate Law by Roberta Romano
- Firm Commitment: Why the corporation is failing us and how to restore trust in itby Colin Mayer
- The Shareholder Value Myth: How Putting Shareholders First Harms Investors, Corporations, and the Public by Lynn Stout
- A Force for Good: How Enlightened Finance Can Restore Faith in Capitalism by John Taft
Terminology:
- Shareholder Primacy
- Capital Bias (podcast)
- Effectiveness (as defined by Stephen Covey)
- Business Judgement Rule
- Friedman Doctrine
People:
Organizations:
- Morris, Nichols, Arsht & Tunnell LLP | Delaware Law Firm
- Membership of the Delaware State Bar Association
- B Lab (Wikipedia)
- State Street Global Advisors
- Vanguard
- Blackrock
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Andrew Baskin, a Junior Partner & Executive Producer at LIFT Economy, specializing in regenerative ag-related enterprise and impact investing that advances the health of our soil, food-system, and climate. LIFT Economy is an impact consulting firm whose mission is to create, model, and share a locally self-reliant economy that works for the benefit of all life. You can email Andrew at andrew@lifteconomy.com.
B the Change gathers and shares the voices from within the movement of people using business as a force for good and the community of certified B Corporations. The opinions expressed do not necessarily reflect those of the nonprofit B Lab.
