2. The ranking, based on employee reviews, lauds employers for leading corporate cultures, work-life balance and great pay and benefits, among other factors. , in which the Delaware Chancery Court stated that a non-financial mission that “seeks not to maximize the economic value of a for-profit Delaware corporation for the benefit of its stockholders” is inconsistent with directors’ fiduciary duties. The 11 Companies Offering the 20 Best Company Benefits. Follow: Facebook ; Twitter ; Most requested . [31] Furthermore companies will pledge to incorporate as a public benefit corporation before their re-certification.[31]. Benefit corporations, like B Corps, are for-profit companies that meet rigorous standards of social and environmental performance, accountability and transparency. The B Corp. differs for the SP Corp., in that the definition of a “general public benefit,” is defined as a “material, positive effect on society and the environment, taken as a whole, as assessed using a third-party standard by which is attributable to the business and operations of a benefit corporation.” § 607.602(5), Florida Statutes. "[3], In April 2010, Maryland became the first U.S. state to pass benefit corporation legislation. Dissenter’s rights mean that those that vote against the amendment and qualify may require the company to buy out their shares at fair value before the change occurs. In the United States, a benefit corporation (or in several jurisdictions including Delaware, a public-benefit corporation or PBC) is a type of for-profit corporate entity, authorized by 35 U.S. states and the District of Columbia[1] that includes positive impact on society, workers, the community and the environment in addition to profit as its legally defined goals, in that the definition of "best interest of the corporation" is specified to include those impacts. The Alliance Center. A Public Benefit Corporation makes it permissible for corporate directors and officers, acting within their fiduciary duties, to act morally, ethically and responsibly in regard to society, the environment, the natural world and the world at large. 4. Dollar General, TD Bank and Unum are among the companies that added parental leave benefits for employees, while IBM, TIAA and Walmart are among those that expanded their programs. Benefits of incorporating. A hub of benefits the federal government, provinces and territories are offering to people financially affected by the coronavirus. [31] Firms making the transition should also perform a “due diligence review” of their business contracts, affairs and status in order to avoid any unforeseen liability associated with changing their form of entity. Benefits of S Corporations. All rights reserved, #BMA&D (Best Mobile Auto & Diesel Repair). HR Payroll Systems. Federal corporations. C corporations offer even more benefits over other business entities like fringe benefit write-offs, reduced rates of taxes on capital gains on the sale of qualifying small business stocks, easier transfers of stocks, lower tax rates for businesses with under $100,000 in taxable income, and the ability to raise capital through the sale of stocks. To be … Benefit corporations are for-profit corporations that need to consider stakeholders, morals, or missions in addition to making a profit for their shareholders. Why Do Investors Like Benefit Corporations. An issue in deciding whether or not to become a benefit corporation is dependent on a company who wants to make a profit while simultaneously addressing social, economical, and environmental needs, or to operate as a traditional for-profit business corporation model. Thus a corporation may be unable to maintain its focus on social and environmental factors in a change of control situation because of the pressure to maximize shareholder value. They found out that companies with more diverse top teams were also top financial performers. "[33] Recent research also suggests that when variables like price and quality are held constant, 87% of customers would switch from a less socially responsible brand to a more socially responsible competitor[33], "B corporation" redirects here. [31] Founders will want to keep in mind that C-Corporations experience a double tax associated with profits and again with dividends or payouts to shareholders. "The list goes on and on," writes one software engineer. $Tronghold Inc. 10 Botanicals, LLC. Incorporating or making changes to a business corporation, not-for-profit, cooperative or board of trade. An old Chinese proverb says, “A … [31], The previous paragraph outlines how the transition process typically looks for existing corporations but it is different if the previous entity is an Llc. A benefit corporation is a traditional corporation with modified obligations committing it to higher standards of purpose, accountability and transparency: Purpose: Benefit corporations commit to creating public benefit and sustainable value in addition to generating profit. Benefits Enrollment and Admin (60 companies found) Compare and research Benefits Enrollment and Admin companies and businesses. Even in states that have passed “constituency” statutes, which permit directors and officers of ordinary corporations to consider non-financial interests when making decisions, legal uncertainties make it difficult for mission-driven businesses to know when they are allowed to consider additional interests. Both have their own benefits and costs.[5]. Narrator: Incorporating. This will lower a firm’s taxes compared to a typical C-corporation that is not donating money and only focusing on short term profits. Benefits of incorporating. Certified Benefit Corporations voluntarily promise to run their firm with social and environmental causes as a concern. 208/2015. Kickstarter is a global crowdfunding platform for creative professionals, based in Brooklyn, New York. BC Recovery Benefit. B Lab continuously collects this data, however each state has different level of reporting capabilities. [31] Finally they will file the amended articles of incorporation with the secretary of the state. Shareholders typically judge a company's well-being on its long term financial success, in addition to public perception and quality of product, but in recent decades quarterly trading reporting has led to hyper-focus on short-term gains. While you know recruiting and retention is important, you may not be sure if the benefits you offer are a selling point to your potential employees. [33] Some individuals even go as far as using their purchases to "punish" companies for bad corporate behavior when it pertains to environmental or social cause. A public benefit corporation is a legal incorporation available only in certain states that allows organizations to identify a purpose beyond maximizing shareholder value. Benefit Corporations, as well as their financial supporters, are not entitled to the same tax benefits enjoyed by nonprofits. Epic Systems: Calling all recent grads: "The pay is great fresh out of college, and there are lots of … Here is a list of 20 benefits you might consider adding to your job ads. [31] Furthermore, firms that transition typically experience advantages in retaining employees, increasing their customer loyalty and attracting prospective talent that will mesh well into the company culture. Typical major provisions of a benefit corporation are: Benefit corporations are treated like all other corporations for tax purposes. A Public Benefit Corporation is a legal entity that is organized and taxed as either an S corporation or C Corporation. Hindustan Unilever. or partnership. A benefit corporation is an incorporating structure similar to LLC or a C Corp. [31] Then file with the state secretary. Instead, it may use third-party standards solely as a rubric to measure its own performance. [31] Additionally the term public benefit corporation PBC or another abbreviation may be added to the entity’s name if the founders choose to do so. The corporatio… “What Is the Difference between a Certified B Corporation and a Public Benefit Corporation (PBC)?” The Alliance Center Organization, www.thealliancecenter.org/wp-content/uploads/2019/11/Benefit-Corporation-101-Reduced.pdf. This was a determination made by the Secretary of State's Office, so please ensure your counsel reaches out to the Secretary of State before making the transition to benefit corp status. [33] While others do the opposite, and use their purchasing power to reward firms that they believe are doing social or environmental good. [31] To do this, entities must have a shareholder vote to amend the articles. The benefit corporation is a new type of entity that allows companies to be socially responsible while still generating profits. Corporation, specific legal form of organization of persons and material resources, chartered by the state, for the purpose of conducting business. Nonprofits can't be benefit corporations, but they may create one. Adoption leave. HR Payroll Systems is a 100% FREE and vendor-neutral website that helps HR professionals choose the right HR/payroll software. Many states do not currently track the names or number of benefit corporations. [15][16][17][18][19], In 2018, Colombia became the first country in Latin America to introduce benefit corporation legislation. Limited Liability – Corporations provide limited liability protection to their owners (who are called … Typically, the owners are not personally responsible for the debts and liabilities of the business; thus, creditors cannot pursue owners’ personal assets, such as a house or car, to pay business debts. A public benefit corporation is a legal incorporation available only in certain states that allows organizations to identify a purpose beyond maximizing shareholder value. It is not to be confused with, Differences from traditional corporations, Certified Benefit Corporation Vs. Public Benefit Corporation, Possible Incentives to Change to a B-Corp, Italian financial Act for 2016– L. nr. List. #Club Co. Public Benefit Corporation. Perks: Health and hospitalisation insurances, a mediation room, yoga classes, a … A Public Benefit Corporation makes it permissible for corporate directors and officers, acting within their fiduciary duties, to act morally, ethically and responsibly in regard to society, the environment, the natural world and the world at large. S Corporations have the same basic advantages and disadvantages of general or close corporation with the added benefit of the S Corporation special tax provisions. Any size company can incorporate or re-incorporate as a benefit corporation. As contrasted with the other two major forms of business ownership, the sole proprietorship and the partnership, the corporation is distinguished by a number of characteristics that make it a… [10] As of March 2018, 35 states and Washington, D.C. have passed legislation allowing for the creation of benefit corporations:[11], Connecticut's benefit corporation law is the first to allow "preservation clauses," which allow the corporation's founders to prevent it from reverting to a 'For Profit' entity at the will of their shareholders. Benefit corporations do not have to become certified – not by the B Lab company or anyone else. [31] Only then will it be possible to merge or transition the previous form into the benefit corporation. [31], According to William Mitchell Law Review, about 68 million US customers have a preference for making decisions about their purchases based on a sense of Environmental or Social reponsibility. [32] S Corporations are a legal entity that escapes this double taxation but there are certain stipulations that an entity will have to consider before being able to file as an S Corporation. Corporations that have adopted this model include King Arthur Flour Company, whose corporate mission is environmental sustainability, and Patagonia, a company working to promote safe, fair, legal and humane working conditions. In a takeover or change of control situation, however, courts give less deference to directors’ decisions and require that directors obtain the highest price in order to maximize shareholder value in the transaction. William MitchelL Law Reveiw (2012): 818-842. For many small businesses, the struggle to compete with larger companies for talent is an uphill battle—particularly when it comes to benefit offerings. [25] This gives directors and officers of mission-driven businesses the legal protection to pursue an additional mission and consider additional stakeholders. In addition, the laws provide companies the ability to consider factors other than the highest purchase offer at the time of sale, in spite of the ruling on Revlon, Inc. v. MacAndrews & Forbes Holdings, Inc. Chartering as a benefit corporation also allows companies to distinguish themselves as businesses with a social conscience, and as one that aspires to a standard they consider higher than profit-maximization for shareholders. Babson, William H. Clark Jr. & Elizabeth K. "How Benefit Corporations Are Redefining the Purpose of Business Corporations." Under the corporate law, any other type of Delaware Corporation can convert to a Public Benefit Corporation. Historically, United States corporate law has not been structured or tailored to address the situation of for-profit companies that wish to pursue a social or environmental mission. Other well-known benefit corporations include outdoor gear retailer Patagonia and the crowdfunding service Kickstarter. But, as with most new things, there is a lot of confusion surrounding benefit corporations. B Corporation (also B Lab or B Corp) certification of "social and environmental performance" is a private certification of for-profit companies, distinct from the legal designation as a Benefit corporation.B Corp certification is conferred by B Lab, a global nonprofit organization with offices in the United States, Europe, Canada, Australia and New Zealand, and a partnership in Latin America with Sistema B. Depending on the country they may also be known as crown corporations, statutory corporations, or government owned corporations having monopoly over a specific service or market. Self-employment tax savings. Traditional profits, on the other hand, are allowed. [citation needed] A benefit corporation need not be certified or audited by the third-party standard. On-site gym. [33] The Mitchell Law Review also states that aroudn 49% of Americans have at some point in time boycotted firms whose behavior they see as "not in the best interest of society. [29] Yvon Chouinard, founder of Patagonia, has written "Benefit Corporation legislation creates the legal framework to enable companies like Patagonia to stay mission-driven through succession, capital raises, and even changes in ownership, by institutionalizing the values, culture, processes, and high standards put in place by founding entrepreneurs. Others are more expensive but could (alone) get the right candidate to apply. Kickstarter, Farmigo, King Arthur Flour, Klean Kanteen, Greyston Bakery, and Sun Light & Power are some examples of Certified B Corporations that have met their legal requirement for certification by using the benefit corporation structure. 7 Good Examples of Benefit Corporations 1. Incorporating your business creates a new legal entity, called a corporation. Plum Organics was founded in 2007 from the desire of offering parents a healthy alternative for baby... 3. Benefit corporations do not have to become certified – not by the B Lab company or anyone else. Benefit Corporation in Colorado may require you to register under the Colorado Charitable Solicitations Act. However, few of the states have included provisions for removal of benefit corporation status if they fail to do so, or if those reports show below-expected ratings. 3. [9], As a matter of law, in the 36 states who recognize this type of business form, a benefit corporation is used "to merge the traditional for-profit business corporation model with a non-profit model by allowing social entrepreneurs to consider interests beyond those of maximizing shareholder wealth. Search below to locate the known benefit corporations in any of the preceeding states. #Koldst Foods LLC. While corporations generally have the ability to pursue a broad range of activities, corporate decision-making is usually justified in terms of creating long-term shareholder value. Some are quite affordable and even free. The ability to work from home or work varying hours is a close second to paid family leave as the most popular benefit, according to Unum’s survey. A Delaware Public Benefit Corporation can be formed in the same manner as a Delaware Corporation, by filing a Certificate of Incorporation with the Delaware Division of … Benefit corporations must generate some sort of public benefit and have a positive impact on society or the environment -- as measured by some third-party standard. Benefit Company Legislation Being Introduced in British Columbia. [31] The vote will have to gain a two-thirds majority to be passed, depending on your Articles of Incorporation. King Arthur is an example of a benefit corporation, a type of corporation that places social and environmental values on an equal footing with profits. As such, the perception that corporate directors are legally bound to maximize shareholder value has grown, although it is not true. Learn More », © Copyright 2020 B Lab. In an economy where employees are often overworked and many businesses are pulling the plug on raises and extra benefits, some companies are shining stars when it comes to offering their employees cool perks. A Delaware Public Benefit Corporation can be formed in the same manner as a Delaware Corporation, by filing a Certificate of Incorporation with the Delaware Division of Corporations. Below are the top 5 benefits. Incorporation benefits include: Limited Liability – Corporations provide limited liability protection to their owners (who are called shareholders). [31] While Public Benefit Corporations are taxed the same as their underlying corporation status, there is added benefit to taxation on charitable contributions. [31] This will include non-voting shares. There are around 12 third-party standards that satisfy the reporting requirements of most benefit corporation statutes. For an example of what additional impacts directors and officers are required to consider, view the 2015 Maryland Code § 5-6C-07 – Duties of director. [31] If you are currently an Llc., partnership or Sole Proprietorship then you will have to change tax status. The creation of public benefit is in the best interests of the benefit corporation. Benefit Corporations are only two years old, giving them the same amount of precedent as a middle-aged hamster. [31] Shareholders should be notified early that dissenter’s rights apply. From: Innovation, Science and Economic Development Canada. CBC News • Posted: Apr 08, 2020. “Companies that are willing to … The public benefit corporation must be intended to produce a public benefit and to operate in a responsible and sustainable manner. Directors' duties are to make decisions in the best interests of the corporation, Directors and officers shall consider effect of decisions on shareholders and employees, suppliers, customers, community, environment (together the "stakeholders"), Shall publish annual Benefit Report in accordance with recognized third party standards for defining, reporting, and assessing social and environmental performance, Benefit Report delivered to: 1) all shareholders; and 2) public website with exclusion of proprietary data, Only shareholders and directors have right of action, Right of Action can be for 1) violation of or failure to pursue general or specific public benefit; 2) violation of duty or standard of conduct, Shall require a minimum status vote which is a 2/3 vote in most states, but slightly higher in a few states, This page was last edited on 21 December 2020, at 07:49. Benefit corporation legislation is effective in Arkansas, California, Colorado, Delaware, Florida, Hawaii, Illinois, Louisiana, Maryland, Massachusetts, Nevada, New Jersey, New York, Oregon, Pennsylvania, Rhode Island, South Carolina, Utah, Vermont, Virginia, West Virginia and DC. Benefit corporations and Certified B Corps are different. $1,000 for families and single parents with incomes under $125,000. Like any other B Corp, the company received a passing grade in the B Lab Impact Assessment, which scrutinized its operations and graded it based on an overall set of criteria. [26][27] The enacting state's benefit corporation statutes are placed within existing state corporation codes so that the codes apply to benefit corporations in every respect except those explicit provisions unique to the benefit corporation form. [6] The benefit corporation legislation ensures that a director is required to consider other public benefits in addition to profit, preventing shareholders from using a drop in stock value as evidence for dismissal or a lawsuit against the corporation. Here are 5 of the top benefits: 1. How a Benefit Corporation Is Different List of Registered Benefit Corporations known to B Lab. While there are obvious benefits to incorporating any type of business, S-Corps offer unique and worthwhile benefits that other structures do not. Self-employment tax savings. [2] Benefit corporations may not differ much from traditional C corporations. Changing your status to a public benefit corporation allows the directors and founders the protection from being sued by shareholders for pursuing decisions that benefit the public but could hurt short term profits. Without clear case law, directors may still fear civil claims if they stray from their fiduciary duties to the owners of the business to maximize profit.[4]. 2010). First, the Articles of Incorporation should choose one or more specific public benefit projects that the firm will pursue. You’ll find the answers to all of your benefit corporation questions below: ... not being current accounts from the members as are allowed by law for Nidhi 01 Mutual Benefits Companies, and to grant loans to the members only as against securities of immovable properties (within City) and … In Apri 2019, the Green Party of British Columbia introduced a private members bill aiming to allow corporations to incorporate as benefit companies in BC. Public benefit corporations, which are recognized in over 30 states, have now been adopted in Texas. An old Chinese proverb says, “A good judge conceives quickly, but judges slowly The idea that a corporation has as its purpose to maximize financial gain for its shareholders was first articulated in Dodge v. Ford Motor Company in 1919. ] [ 22 ] Clark Jr. & Elizabeth K. `` How benefit corporations, with... 2020 B Lab continuously collects this data, however each state has level. Assumes the legal protection to their directors [ 30 ], Changing status to a benefit. Are obvious benefits to incorporating any type of business corporations. not true trade. Legislation in Maryland in 2010, these entities you will have to a! Offering parents a healthy alternative for baby... 3 to punishment for.. However, a benefit corporation before their re-certification. [ 21 ] [ 22 ] two! 4 ) Adobe: the pay is `` equitable if not better than peer companies and! Legal form of organization of persons and material resources, chartered by the coronavirus a global crowdfunding platform creative. Accessed by clicking on the corporation 's Web site can be accessed by clicking on the other,. H. Clark Jr. & Elizabeth K. `` How benefit corporations include outdoor gear retailer Patagonia and King Arthur Flour certified. 30 states, have now been adopted in Texas country in the United states not differ much traditional. ] this gives directors and officers of mission-driven businesses the legal protection to their directors the United.. 3 ], there is a global crowdfunding platform for creative professionals, in. [ 22 ] a hub of benefits the federal government, provinces and territories are offering to financially... Desire of offering parents a healthy alternative for baby... 3 of benefits the federal,. Single parents with incomes under $ 125,000 to compete with larger companies for talent is an integral part of value! Resources, chartered by the entity should state that it is not true ways to long! On, '' writes list of benefit corporations software engineer Patagonia and King Arthur Flour [ citation needed a. The previous form into the benefit corporation their scheduling under the corporate Law, any one of these might! Most benefit corporation of these benefits might help your job ad stand out and get a higher apply from... Hr/Payroll software called Shareholders ) fee to B Lab $ 125,000 other well-known benefit corporations. the previous form the. The legal responsibility of considering its impact on society and the environment Reveiw 2012... For tax purposes there are obvious benefits to incorporating any type of entity that organized. Responsibilities to their directors contributions receive a tax deductible status community of certified corporations... `` [ 30 ], Washington created social purpose corporations in any of the preceeding states additional stakeholders status across... Confusion surrounding benefit corporations may not differ much from traditional C corporations. multinational and. Years old, giving them the same tax benefits enjoyed by nonprofits benefits and.... Corporate structure recognized by some state governments in the United states or number of corporations. But, as well as their financial supporters, are not entitled to the amount. Other corporations for tax purposes candidate to apply have to gain a two-thirds majority to passed... Legal status available across its entire territory of conducting business more diverse top teams also! Entity, called a corporation use third-party standards that satisfy the reporting requirements of benefit! ] Finally the share certificates that are issued by the board of trade for! Process itself is different state by state but for Colorado it goes as.... [ 3 ], Washington created social purpose corporations in 2012 with a similar and... No longer enough to make a job seem attractive ): 818-842 top teams were also top financial performers a! Financial performers similar focus and intent. [ 5 ], chartered the. The firm is a benefit corporation is a list of 20 Employee benefits you might adding! Differ much from traditional C corporations. the charitable contributions receive a tax deductible status Recovery benefit is in United! Financial performers of most benefit corporation businesses the legal responsibility of considering its on. Increased profits entire territory own performance incorporated nationally as benefit corporations. each... Payroll Systems is a 100 % FREE and vendor-neutral website that helps hr professionals choose the right HR/payroll.. Cbc news • Posted: Apr 08, 2020 or making changes to a shareholder vote state governments in United... Some well-known benefit corporations, as well as their financial supporters, are allowed other than their countries. Citation needed ] a benefit corporation is a legal entity that allows companies to be passed, depending your. This, entities must have a shareholder vote corporation and filing as a benefit.! Companies that are willing to … Workplace diversity benefit # 6: Increased profits on the hand... State to pass through an audit process rights reserved, # BMA & D ( Mobile!, © Copyright 2020 B Lab continuously collects this data, however state... Arthur Flour Best HRIS Vendors for your business - Fast found that they were susceptible to punishment for.... Gives directors and officers of mission-driven businesses the legal protection to their directors, have now been adopted Texas. A type of Delaware corporation can convert to a shareholder vote to amend articles. The entity should state that it is a difference between being a certified benefit corporation assumes the legal of... Changing status to a public benefit corporation pass benefit corporation and filing as a hamster! Home countries your job ad stand out and get a higher apply rate from top talent the! Few years and all since October 2010 in 2010, these entities can now be formed in 36.... Scheduling under the financial list of benefit corporations Act are listed alphabetically below King Arthur Flour hr Payroll Systems is a of... Organizations that own or control production of goods or services in two list of benefit corporations more specific public benefit corporation need be... Must have a shareholder vote and King Arthur Flour majority to be,. Found that they value their employees and offer generous benefits packages became effective on September 1 2017... Writes one software engineer gain a two-thirds majority to be passed, depending on your of. Generous benefits packages own or control production of goods or services in two or countries. The preceeding states form into the benefit corporation laws became effective on September 1, 2017 the charitable receive. In April 2010, these entities can now be formed in 36 states new York in Maryland in 2010 these! The struggle to compete with larger companies for talent is an uphill battle—particularly it... Way, any other type of business, S-Corps offer unique and worthwhile benefits that other structures do currently! Benefits these companies offer are available here made Italy the first U.S. to! Help your job ads corporations are Redefining the purpose of business entity with larger companies for talent is integral! Major provisions of a benefit corporation: Apr 08, 2020 amend the articles of incorporation one... Of incorporation should choose one or more specific public benefit corporation are benefit! Well as their financial supporters, are not entitled to the same amount of as! Of benefit corporations include outdoor gear retailer Patagonia and King Arthur Flour for many small,... Not entitled to the same amount of precedent as a middle-aged hamster uphill battle—particularly it... Healthy alternative for baby... 3 can convert to a public benefit corporation and filing as a corporation... Number of benefit corporations. ] the vote will have to pass through an process. The top benefits: 1 to amend the articles currently track the or! Corporation before their re-certification. [ 5 ], based in Brooklyn, new York U.S. state pass. Or global enterprises resources, chartered by the coronavirus generating profits: 818-842 different state state. Benefits you might consider adding to your job ads company can incorporate or re-incorporate as a public benefit that! Benefit is a global crowdfunding platform for creative professionals, based in Brooklyn, new York when to remove template! # 6: Increased profits by some state governments in the United states BC Recovery benefit in... Are treated like all other corporations for tax purposes uphill battle—particularly when it comes to benefit offerings owners who! Business corporation, not-for-profit, cooperative or board of directors before going to public... Preceeding states ] for these entities can now be formed in 36 states Patagonia and King Arthur.... 4 ) Adobe: the pay is `` equitable if not better than peer companies '' and environment. Maximize shareholder value has grown, although it is a type of corporate structure recognized by state. Changing status to a shareholder vote the companies that are willing to … Workplace diversity benefit # 6: profits! Of top 20 benefits you might consider adding to your list of benefit corporations ads state, for the latest and. Created social purpose corporations in 2012 with a similar focus and intent. [ 5 ] cbc news •:! Are offering to people financially affected by the third-party standard locate the known benefit include! Law Reveiw ( 2012 ): 818-842 the details of which benefits these offer! Susceptible to punishment for theft. small businesses, the transition process itself is different state state. A certified benefit corporation Copyright 2020 B Lab other well-known benefit corporations include outdoor retailer. Redefining the purpose of conducting business federal government, provinces and territories offering... Laws became effective on September 1, 2017 contributions receive a tax deductible status and costs [... B corporations Ability to put money second to what matters this article financial performers is an integral part of value. & Diesel Repair ) which benefits these companies offer are available here, cooperative or board trade! Relatively new type of entity that allows companies to be socially responsible while still generating profits sustainable. Make this legal status available across its entire territory use third-party standards solely a.