Benefit company consultancy

What is a Benefit Company?

This new legal form of for-profit company adds in its corporate purpose, to the purpose of profit, the formal purpose of distributing shared value, which therefore becomes a statutory obligation.

In fact, the 2016 Stability Law, in paragraph 376, defines the Benefit company as companies that: “in the exercise of an economic activity, in addition to the purpose of dividing the profits, they pursue one or more purposes of common benefit and operate in a responsible, sustainable and transparent way towards people, communities, territories and the environment, cultural and social assets and activities , organizations and associations and other stakeholders”.

The Company therefore pursues in the long term a purpose of common benefit, which must concern one or more? positive effects, or the reduction of negative effects, and must it fall on one or more? of the categories listed.
Therefore, these are not additional and independent factors: the purposes of common benefit must be pursued in carrying out the business, in an integrated manner, and including these purposes in the Articles of Association allows the mission to be aligned and protected in the medium and long term.

What advantages do Benefit Corporations have?

Becoming a Benefit Company brings numerous advantages, not only for the members, but for all the “stakeholders” or “subjects directly or indirectly involved in the company’s activity (…), such as workers, customers, suppliers, lenders, creditors , public administration and civil society” pursuant to paragraph 378 lett. b).

Some of the good reasons for choosing to be a Benefit company are: differentiate yourself on the market, measure your performance, improve economic results, attract talent and investors, be part of a movement that pursues change by sharing the same values.

Also the article 38-ter of the law converting the Relaunch Decree, in order to support the strengthening of the Benefit Company system, recognizes a contribution in the form of a tax credit of 50% to reduce the costs of setting up or transforming it into a Benefit Company.

Further intervention envisaged in the Tax Law Decree (amendment to art. 49 of Legislative Decree 2220 “Urgent provisions on tax matters and for non-deferrable needs”), according to which Benefit Companies may be awarded a reward in public tenders.

How to become a Benefit Company?

How to become a Benefit Company? all companies listed in book V, titles V and VI of the Civil Code (excluding simplified limited liability companies); you need to make one amendment to its memorandum of incorporation/bylaws, by inserting in the corporate object the aims of general common benefit (operate in a responsible, sustainable and transparent way towards the stakeholders) and specific (the pursuit of one or more specific aims of common benefit) provided for by law.
The process for amending is similar to any other corporate action, typically requiring a qualified majority vote of all shareholders.

Newly established companies can be incorporated as a benefit company with any notary. Innovative start-ups that can draw up the deed of incorporation with a digital signature are excluded, through the startup.registroimprese.it platform.
Le clausole contrattuali sono principalmente quelle riguardanti la denominazione, l’oggetto sociale, i doveri e la responsabilita? of the directors, the annual activity report? benefit.

What are the obligations of a Benefit Company?

To meet the transparency requirements of the legislation, the Benefit Corporations are required to guarantee the constant balance between the economic interest and that of the community, appointing an internal manager and drafting an annual impact report, to be attached to the financial statements and published on the company website, through which to share the actions taken and commitments for the future.

The impact report annually measures the social and environmental impact of the Company, must be drawn up by an external body and must include:

• the specific objectives, methods and actions implemented to pursue the goals of common benefit;
• the evaluation of the impact generated, using the external evaluation standard, as described in annex 4 of the law of 28 December 2015, and the evaluation areas identified in annex 5 of the same.
• the description of the new objectives that it intends to pursue in the following year.

What is a Benefit Corporation?

A B Corp is a company that has obtained the certification issued by B Lab, a US non-profit organization created with the intention of spreading a new, more advanced business model. The certification identifies companies which, in addition to having profit objectives, reflect the highest standards of social and environmental performance, transparency and accountability.

To obtain and maintain certification, companies must measure their performance through the B Impact Assessment (BIA) measurement standard and obtain a score of at least 80 points out of 200.

Benefit corporations and B Corps can overlap, but not necessarily.