Why we're a public benefit corporation.

LADLE is incorporated as LADLE PBC, a Delaware public benefit corporation. The "PBC" isn't a marketing tag — it's the legal structure. This post is what that actually means.

**What a PBC is:**

A public benefit corporation is a for-profit company whose charter commits it to a specific public benefit purpose alongside profit. In Delaware (where LADLE is incorporated, like most US startups), a PBC has all the powers of a normal C-corp — can raise capital, issue stock, be acquired — but its board is legally bound to consider the stated public benefit purpose when making decisions, not just shareholder value.

Our stated public benefit is roughly: contributing to global food security by directing a fixed portion of revenue to nutritional assistance programs operating at scale.

**What a PBC is NOT:**

It's not a nonprofit. LADLE has shareholders, can distribute profits, can be sold, can raise venture capital (though we haven't). Nonprofit status is a different structure entirely (501(c)(3) in the US), with different tax treatment and different governance constraints. PBCs pay taxes normally. They're not tax-deductible to donors because they aren't charities.

It's not a certification. B Corp is a certification (issued by B Lab) that any company structure can pursue. PBC is a legal structure. Some B Corps are PBCs; many aren't. Some PBCs are B Corps; many aren't. LADLE is a PBC but hasn't pursued B Corp certification (yet or maybe ever — B Lab's process is meaningful work and we haven't prioritized it).

It's not marketing polish. The PBC filing is a public document (Delaware has a searchable registry). The obligation is real, enforceable in Delaware Chancery Court by shareholders. If LADLE's board approved a decision that materially undermined the public benefit purpose, shareholders could sue.

**Why we chose PBC over regular C-corp:**

Because we wanted the mission commitment to be structural, not just cultural. In a normal C-corp, a hostile board or an acquiring company could unwind LADLE's meal donation commitment tomorrow and every shareholder would have to accept it. In a PBC, doing that would breach the charter, and the board would face legal liability. The commitment is protected from future drift.

There's also a signaling reason. When a company says "we care about impact," you can only judge by their actions. When a company files as a PBC with a specific public benefit purpose in the charter, you can go read the charter and judge from the document. Structural claims are more credible than cultural claims.

**Why we chose PBC over nonprofit:**

Because we want to be a normal software company with a specific unusual policy, not a charity that runs software. The difference matters:

- Nonprofits have to run on donations and grants, with all the operational overhead that comes with fundraising, board development, and 501(c)(3) reporting. - Nonprofits can't easily raise venture capital, which limits the paths to scale. - Nonprofit governance is designed for stewardship of charitable assets, not for running a competitive consumer software product.

We wanted to compete with ChatGPT and Claude.ai on product terms while doing the specific thing with money we do. That's a PBC's job description; not a nonprofit's.

**What being a PBC changes about how LADLE runs:**

The board's fiduciary duty explicitly includes the public benefit purpose. If we ever raise money, that constraint doesn't go away — investors buy into a PBC knowing the public benefit commitment is durable, not something they can vote to unwind for a bigger exit.

The annual report to shareholders has to include a public benefit statement — what we did, how we measured it. The receipts page is essentially the operational form of this reporting.

If we ever considered acquiring or being acquired, the transaction structure has to respect the public benefit purpose. We can't be silently absorbed into a company that then quietly drops the meals.

**What it doesn't change:**

Nothing about the day-to-day experience of using LADLE. The product is the product. The PBC structure is scaffolding that makes the promise durable across leadership changes, ownership changes, and time.

If you want to read the actual charter, it's at /about/pbc-charter. If you want to verify the filing, it's on the Delaware Division of Corporations' public database under LADLE PBC.