Pending Certified B Corporation Status For Startups

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To become a Certified B Corporation, a company generally must be in operation for at least 12 months.  However, startups that can’t meet this requirement can obtain temporary “Certification Pending” status.  

Certification Pending status signals to customers, employees, investors, and partners that the company has met the legal requirements of B Corp Certification and is on the path to becoming fully certified.  It also authorizes the company to use the B Lab’s Certification Pending logo, which is reproduced on the right.

Certificate Pending status is valid for 12 months from issuance.  The company may then apply for full certification as soon as the Company has been in operation for at least 12 months.

Pending status does not mean the company will qualify for certification at the end of the 12-month period. The company must have a verified B Impact Assessment score that meets B Lab’s score requirements when it applies for full certification. If the company cannot achieve B Lab’s requirements by the end of the 12-month pending period, a one-time 90-day extension may be requested at no cost.

Basic Requirements

To earn temporary Certification Pending designation, the following requirements must be met:

1.1.   The company must not have been in business for more than 12 months.

1.2.   The company must meet B Lab’s legal requirement concerning its corporate formation:

1.2.1.   If the company is a corporation formed in California or Delaware, the company must be a benefit corporation.  Alternatively, corporations in California (or other states which allow them) may choose to be a Social Purpose Corporation, but must include additional language in their Charter.

1.2.2.   Corporations formed in other states or territories of the U.S. can find the B Lab requirements applicable to their state at: https://www.bcorporation.net/become-a-b-corp/how-to-become-a-b-corp/legal-roadmap/corporation-legal-roadmap

1.2.3.   If the company is an LLC, LLP, or LP, it must amend its LLC agreement or partnership agreement to include the B Corp principles outlined by B Lab, located at the link above. 

Note that amendment of a corporation's charter or partnership / operating agreement will almost certaintly require the consent of the company's shareholders and managers, so it is important to consult your company's legal documents to ensure proper procedure is followed.

Steps To Receive Certification Pending Status

2.1.   Structure Your Startup’s Legal Entity to Meet B Lab Requirements, as outlined above.

2.2.   Complete a Prospective B Impact Assessment. This Assessment should be prospective, meaning it should reflect the positive impact the company intends to have 12 months from the date of earning the pending status.

2.2.1.  The Assessment can be found at:

https://beta.bimpactassessment.net/get-started/bcorporation

2.3.   Become familiar with the performance requirements for full certification by reading “Guidance on Meeting the Performance Requirement for B Corp Certification.”

2.3.1.  The Guidelines can be found at:

https://www.bcorporation.net/performance-requirement-pending-b-corps

2.4.   Sign a Pending Certification Term Sheet, which includes acceptance of the limited rights to IP and limited access to B Lab’s services and support during the 12-month term.  the term sheet can be found here:  https://www.bcorporation.net/sites/default/files/documents/term_sheets/B_Corp_Term_Sheet-Pending_Certification%202014.pdf

2.5.   Pay a $500.00 Pending Certification fee to B Lab.

2.6.   Plan and begin conducting business operations in a way that optimizes your B Impact score and ensures certification once the company is fully eligible.

Additional information concerning the Pending designation may be found at: https://www.bcorporation.net/become-a-b-corp/how-to-become-a-b-corp/steps-start-ups

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Francesco Barbera

Francesco Barbera is a corporate attorney representing emerging growth companies in a wide range of industries, including software, technology, digital, fashion, health care, retail and e-commerce.


He counsels entrepreneurs, investors and established companies on the full range of their business activities, from formation through raising capital, growth and acquisition. He has special expertise in the representation of mission-driven organizations and social enterprises. 


Throughout his career, he has represented the National Broadcasting Corporation, the Grammy Museum, Ares Capital Management, Credit Suisse First Boston, as well as privately held businesses in internet, media and technology, mobile applications, consumer products, professional sports, film and television production, among others over the course of his career. 


Francesco began his legal career at two large, international law firms in Los Angeles, where he represented large and small enterprises in a broad range of transactions, from mergers and acquisitions to public and private securities offerings to the formation of partnerships and joint ventures.


Francesco is also the Co-Chairman of the Los Angeles chapter of Conscious Capitalism, Inc.A lifelong student of psychology and personal development, Francesco holds a Master’s Degree in Spiritual Psychology from the University of Santa Monica and has been trained and mentored by numerous leaders in the personal development arena, including Steve Chandler, Byron Katie and George and Linda Pransky. 

Francesco has also founded and represented non-profit initiatives.


He has served as outside counsel to the Los Angeles Leadership Academy, a charter school dedicated to training the next generation of social and political leaders, and he is the founder and former Executive Director of SpiritWalk, a non-profit fundraiser created to benefit the University of Santa Monica.  

Francesco’s writing has appeared in The American Lawyer, California Lawyer, Slate, and others. He served as the Supreme Court columnist and Executive Editor of the Harvard Law Record and was the founder and editor-in-chief of the Penn History Review, the first Ivy League journal in the country dedicated to the publication of undergraduate historical research.


Francesco is an honors graduate of Harvard Law School, cum laude, and the University of Pennsylvania, summa cum laude and Phi Beta Kappa.