A public benefit corporation (PBC) is a for-profit company whose charter includes a specific public-benefit obligation the board must legally consider alongside shareholder returns. It is not the same as a nonprofit; LADLE takes revenue, has investors, and could be sold. The PBC status legally frames the decisions the board can make.
Our stated public benefit
From the LADLE PBC certificate of incorporation, Article III: 'To operate a for-profit subscription-based artificial-intelligence assistance service, and to allocate a fixed and non-discretionary portion of subscription revenue to organizations providing food-security assistance in populations experiencing acute hunger, via reputable and transparent charitable intermediaries.' In plain English: run an AI subscription, and structurally donate a fixed portion of each subscription to fight hunger.
What this means in practice
- The board is legally required to consider the public benefit alongside shareholder returns when making major decisions.
- The board cannot vote to abolish or materially reduce the meal-donation mechanism without a supermajority (2/3) vote — significantly harder than a standard corporate decision.
- The board must publish a biennial public-benefit report describing how the company has pursued its stated benefit.
- In an acquisition, the acquirer must legally preserve the public-benefit obligation, or the transaction requires shareholder approval by the same 2/3 threshold.
What this does NOT mean
- PBC status is not a certification (like B Corp). No third party audits the benefit; it's a legal-structure choice, not a badge.
- It doesn't make us a nonprofit. Subscriptions are commercial revenue. Investors expect returns. Public benefit is one of several considerations, not the only one.
- It doesn't guarantee we'll never change. The 2/3 threshold is a friction, not a lock. It makes silent walk-back structurally harder, not impossible.
Enforcement
PBC obligations are enforced by shareholder derivative suits — if shareholders (specifically, holders of at least 2% or $2M in stock) believe the board isn't properly considering the public benefit, they can sue the board on the company's behalf. LADLE also publishes the biennial benefit report on this page starting 2027 (per Delaware PBC statutory requirements).
Why we chose this structure
The meal-donation mechanism was the reason to start this company. A standard corporation could commit to it in year one and quietly revert in year three. A PBC makes the commitment structurally hard to revert. It's not perfect protection, but it's a real one. The alternative — running as a nonprofit — would foreclose ever taking investment or offering employee equity in the normal shape, which we thought was the wrong trade for this specific company.
Related
/manifesto — the thesis · /founder-letter — why this shape · /impact/methodology — how the donation actually flows.