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  1. A TALL ORDER: LEGAL FORMS AND SOCIAL CHANGE A REVIEW OF MICHAEL B. DORFF, BECOMING A PUBLIC BENEFIT CORPORATION: EXPRESS YOUR VALUES, ENERGIZE YOUR STAKEHOLDERS, MAKE THE WORLD A BETTER PLACE (2024) By Dana Brakman Reiser* I. INTRODUCTION Michael Dorff’s …

  2. CAN THE SEC MANDATE DISCLOSURES THAT CONTAIN BOTH FINANCIAL AND SOCIAL INFORMATION? THE CASE OF HUMAN CAPITAL MANAGEMENT DISCLOSURES Patrick M. Corrigan* Human capital contributes directly to the top and bottom line of corporate financial performance. …

  3. PUBLIC BENEFIT AND PRIVATE PROFIT Darryll K. Jones* I. INTRODUCTION It requires an abiding faith in the human character to convincingly extoll the efficacy of benefit corporations (BC).1 Can instinctive physical selfishness really be tempered by …

  4. CAN ENTITY LAW CURE CORPORATE SOCIAL IRRESPONSIBILITY? A RESPONSE TO BECOMING A PUBLIC BENEFIT CORPORATION BY MICHAEL DORFF Thomas W. Joo* I. INTRODUCTION Professor Michael Dorff’s Becoming a Public Benefit Corporation is a useful and detailed analysis of …

  5. COMPENSATING A PUBLIC BENEFIT CORPORATION Sung Eun (Summer) Kim* I. INTRODUCTION At a time when more entrepreneurs desire to dedicate their time, talents, and resources to ventures that pursue social and environmental purpose alongside profit,1 Professor …

  6. UNBECOMING PUBLIC BENEFIT CORPORATIONS Brett McDonnell* I. THE BOOK’S MAIN POINTS Becoming a Public Benefit Corporation by Michael B. Dorff1 is a strong, useful book, clear and well-written. Addressed in good part to entrepreneurs and investors, its …

  7. WILL PUBLIC BENEFIT COMPANIES COMMIT SECURITIES FRAUD? James J. Park* I. INTRODUCTION At least since the Business Roundtable’s 2019 statement on the purpose of a corporation,1 there has been substantial interest in shifting businesses away from …

  8. CHANGING CORPORATE PURPOSE: LAW, MANAGERS, AND THE B CORP Harwell Wells* I. INTRODUCTION The benefit corporation marks a genuine innovation in American law, importing into the core of corporation law a new mandate that business corporations that choose to …

  9. [KESTEN].MACRO_8.2.2014 - REVISED (DO NOT DELETE) 8/2/2014 10:22 AM 397 COLLATERAL DAMAGE: WILL THE 360 DEAL BE THE NEXT VICTIM OF CALIFORNIA’S TALENT AGENCIES ACT Mark Kesten I. INTRODUCTION It was the summer of 2010 and Manny Steele had just quit his …

  10. DIRECTOR PRIMACY TO THE HILT IN THE PUBLIC BENEFIT CORPORATION David Yosifon* I. INTRODUCTION Corporate law requires the directors of ordinary, for-profit corporations to manage firms in the best interests of the shareholders, forbidding directors from …