Interesting SSIR Article Takes Another Look at the Sale of Ben & Jerry’s to Unilever

If you find yourself at a roundtable discussion about law, policy, and social innovation there is a good chance you will hear buzzwords like fiduciary duty, Dodge v. Ford, Revlon, maximizing shareholder wealth, legal structures, benefit corporations, flexible purpose corporations, and business judgment rule.Key in all of that will be an account of some of the historical happenings in corporate law and how they hammered out our understanding about the way corporations, as distinct legal entities, relate to the individuals who own them (i.e. shareholders).And somewhere in the narrative, there’s a good chance that the story of the sale of Ben and Jerry’s will come up.

SSIR Article about the Sale of Ben and Jerry’s

In the Fall 2012 issue of the Stanford Social Innovation Review, Indiana University Law professors Antony Page and Robert A. Katz address the story of Ben and Jerry’s in an eloquent article titled, “The Truth About Ben and Jerry’s” that recalls the history of the company and context of its eventual sale to Unilever, and the impact of the sale to the social entrepreneurial vibe of the ice cream company.

Related Innov8Social Posts

As you read the article you may be searching for further background on some of the topics raised and buzzwords mentioned. Here are a few Innov8Social articles that may help.

 

• Who Says Shareholders Have to Maximize Shareholder Wealth?
• What is the Business Judgement Rule? How Does It Impact Social Innovation?
• What is a Constituency Statute? 

Is There Still a Role for New Legal Structures for Social Innovation?

The SSIR article leaves it to the reader to decide on whether new legal structures are necessary, and if so, to what extent such structures should strive to create a presence in each state. In an earlier post, I suggested that these new legal structures may serve to formalize a way of measuring double and triple bottom lines.

Whether you are an avid supporter of new legal structures for social innovation, or are on the side of using existing legal constructs to support social entrepreneurship, the article provides a valuable history of the sale and its context.  And, above all, it keeps the discussion alive. It is through discussion, debate, and action that we can impact law and policy, that impact social entrepreneurs, who are steadfast on changing the way business is done.