Benefit Corporations, Innovation and Statutory Design

Abstract

This Article describes three approaches to benefit corporation statutes, which it terms the Model Approach, the Delaware Approach and the Colorado Approach. It discusses numerous conceptual problems with the Model Approach, most of which are repaired in the Delaware Approach, and most or all of which would be repaired in the Colorado Approach, It discusses the politics that led Colorado to adopt the Delaware Approach in the face of orthodox opposition to the Colorado Approach, and encourages greater design innovation in order that the benefit corporation story, assuming it is a meaningful one, does not become a "tale told by an idiot, full of sound and fury, signifying nothing."