Riassunto analitico
This study sought to investigate the emergence of the Benefit Corporation legislation as a business model with the objective to carry out economic activities by pursuing social and environmental purposes. Moreover, the significance of this legislation lies in its effort to broaden directors’ discretion and to limit their liabilities from actions undertaken by shareholders for having considered stakeholders’ interest in their decisions, besides the shareholders’ wealth maximization. The Benefit Corporation model was developed in the United States and, subsequently, it has been adopted firstly in Italy and then in Colombia, with adequate adjustments to the relative legal systems. The purpose of this study is to provide an accurate comparative analysis of the Italian and Colombian legislation on Benefit Corporations and their corresponding corporate law scenarios. The study will finally seek to define legal similarities and divergencies, by focusing on the three major characteristics of the law: common benefit, directors’ liabilities and third-parties standards for transparency.
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Abstract
This study sought to investigate the emergence of the Benefit Corporation legislation as a business model with the objective to carry out economic activities by pursuing social and environmental purposes. Moreover, the significance of this legislation lies in its effort to broaden directors’ discretion and to limit their liabilities from actions undertaken by shareholders for having considered stakeholders’ interest in their decisions, besides the shareholders’ wealth maximization. The Benefit Corporation model was developed in the United States and, subsequently, it has been adopted firstly in Italy and then in Colombia, with adequate adjustments to the relative legal systems. The purpose of this study is to provide an accurate comparative analysis of the Italian and Colombian legislation on Benefit Corporations and their corresponding corporate law scenarios. The study will finally seek to define legal similarities and divergencies, by focusing on the three major characteristics of the law: common benefit, directors’ liabilities and third-parties standards for transparency.
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