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COMMITTING TO DOING GOOD AND DOING WELL: FIDUCIARY DUTY IN BENEFIT CORPORATIONS

McDonnell, Brett H

Fordham journal of corporate & financial law, 2014-12, Vol.20 (1), p.19 [Periódico revisado por pares]

New York: Fordham Journal of Corporate & Financial Law

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  • Título:
    COMMITTING TO DOING GOOD AND DOING WELL: FIDUCIARY DUTY IN BENEFIT CORPORATIONS
  • Autor: McDonnell, Brett H
  • Assuntos: Advantages ; Fiduciary responsibility ; Limited liability companies ; Profits ; Risk assessment ; Social entrepreneurship ; Stockholders ; Studies
  • É parte de: Fordham journal of corporate & financial law, 2014-12, Vol.20 (1), p.19
  • Descrição: Since 2010, states have begun to enact statutes creating the "benefit corporation" as a new legal form, one designed to fit social enterprises. Benefit corporations proclaim to the world that they will pursue both social good and profits, and those who run them have a fiduciary duty to consider a broad range of social interests as they make their decisions, rather than a duty to focus solely on increasing shareholder value. This article is among the first to analyze in detail the fiduciary duty provisions in several versions of these new benefit corporation statutes, It compares duties in benefit corporations to duties in traditional corporations in the leading categories of fiduciary duty cases. It argues that there is likely to be a modest "flattening" in the risk of liability for directors and officers of benefit corporations. The article then asks whether the statutes strike the proper balance in holding directors and officers accountable. The statutes could be too strong if they scare off investors and managers.
  • Editor: New York: Fordham Journal of Corporate & Financial Law
  • Idioma: Inglês

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