So are the citizens.

Don't get me started on "corporations are people" bullshit. I use "citizen" with a much deeper meaning.

Citizens are subjects, they have active voice. You may mean something deeper, but others will happily support only the “active voice” part. Corporations must not have it.

But in certain sense you are right. Corporate management should behave as citizens, and their citizen duties must be superior to their duties to shareholders.

Corporate charters require companies follow the law and make profit. Beyond following the law, what are citizen duties?

Public benefit corporations seem to go nowhere far enough. And I wonder if the language is intentionally vague at the outset.

For example:

https://www.sos.state.co.us/pubs/business/FAQs/pbc.html

> Beyond following the law, what are citizen duties?

Simple example: let’s say there’s an environmental law preventing corporation to make more profits. The good citizen should not try lobbying to repeal this law, even if this would be perfectly legal and lead to better outcome for shareholders. If CEO acts as good citizen and refuses to follow advice of the board and take this route, this should be legally defensible position.

OK but that would conflict with the charters of most companies. The charter instructs directors/officers to make profit for shareholders. It would be a significant undertaking to compel every company to somehow become a public benefit corporation.

Yes. And I agree with OC here that this should have been different.