Morrison Foerster’s MoFo Impact blog provides insights on the latest news, developments, and trends in the impact and social entrepreneurship space. Through MoFo Impact, Morrison Foerster attorneys dedicated to impact investing and social enterprise work offer a real-time assessment of the developments in matters that are shaping the industry. Here, we examine the unique challenges faced by social enterprises and impact investors, including issues related to impact investments, disclosure requirements, hybrid corporate forms, fiduciary duties, and beyond.<h2>ABOUT MORRISON FOERSTER</h2>Morrison Foerster is a leading global law firm that transforms complexity into advantage for its clients. Our clients include some of the largest financial institutions, banks, consulting and accounting firms, and Fortune 100, technology, and life sciences companies. Highlighting the firm’s commitment to client service, leadership in market-changing deals and impact litigation, and values-based culture, Morrison Foerster has been repeatedly recognized as one of the top 10 firms on The American Lawyer’s A-List. Year after year, the firm receives significant recognition from Chambers and The Legal 500 across their various guides, including Global, USA, Asia‑Pacific, Europe, UK, Latin America, and FinTech Legal. Our lawyers passionately care about delivering legal excellence while living our values. Morrison Foerster has a long-standing commitment to creating a culture that respects and celebrates differences, while providing an inclusive environment. The firm has achieved Mansfield Certification Plus since 2018 as a result of successfully reaching at least 30 percent women, communities of color, and LGBTQ+ lawyer representation in a notable number of current leadership roles and committees. The firm also has a long history of commitment to the community and society through providing pro bono legal services, including litigating for civil rights and civil liberties, improving public education and fostering the wellbeing of children, advocating for veterans, promoting international human rights, enforcing the right to asylum, and safeguarding the environment.

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Susan (“Suz”) co-chairs the Environmental, Social, and Governance (ESG) and Social Enterprise + Impact Investing practices. Her practice focuses on late-stage financings, secondaries, and other corporate transactions for investors, such as SoftBank and Temasek, and on investments for some of the top investors dedicated to impact, from “impact first” foundations to family offices to private equity funds. She co-led the drafting group for the first of the new corporate forms (the Social Purpose Corporation in California), has created hybrid/tandem corporate structures and crafted debt and equity instruments that blend impact with traditional financial terms, and has used corporate law to develop creative capital market solutions to pressing environmental problems. She also advises the boards of public and private companies on corporate governance and fiduciary duties as applied to sustainability and climate change.She was named a California Lawyer Attorney of the Year (CLAY) in 2012 and 2016 by Daily Journal and the Most Innovative Lawyer in North America in 2015 by the Financial Times.Leading Business AdvisorA powerhouse negotiator, clients note that “you cannot get a better corporate counsel” and that Suz “understands the big picture, could not be more responsive, and understands the business” (The Legal 500 US). She has extensive experience providing corporate and finance advice to companies and investors in connection with growth equity financings and secondaries, with particular experience in late-stage investments that have come to rival traditional strategic acquisitions in size and significance. Her experience includes leading some of the highest-profile late-stage investments over the past few years, including notable transactions for SoftBank Group (in the two largest private tender offers in history) in its $7.7 billion investment in Uber, $4.4 billion investment in WeWork, further $10 billion investment in WeWork, $1 billion investment in SoFi, and $250 million investment in Kabbage. She has also advised Temasek on its $800 million investment in Verily Life Sciences, Intel on its equity investment in Cloudera, and each of Fortress, TPG Rise, Vision Ridge Partners, Generation Investment Management, and Pontifax AgTech in numerous mid- to late-stage investments in clean technology, sustainability, education, food, and agriculture technology.Social Enterprise and Impact InvestingSuz is the go-to legal resource for social enterprises (for-profit and non-profit companies focused on social or environmental purpose), impact investors (investors interested in social or environmental returns), and mainstream companies developing environmental, social, and corporate governance policies. With deep expertise in the impact investing model, institutional investors exploring the space turn to her for creative solutions and her ability to structure both investments and companies to emphasize impact and returns.She represents a wide range of investors who are focused on impact, from foundations like the Gates Foundation, The Nature Conservancy, and The Rockefeller Foundation, to family offices like Armonia, Cornerstone Capital, Emerson Collective, New Island Capital, and Omidyar Network, to private equity funds like Goldman Sachs, TPG Rise, Vision Ridge Partners, and Generation Investment Management, in their equity investments in companies and projects that are focused on generating impact and returns for investors. She has deep experience and expertise ensuring energy, sustainability, and other investments have positive impact through the use of new corporate forms, hybrid or “tandem” structures with non-profits and for-profits, and alternative debt and equity instruments.Notable work in this space includes the establishment of a tandem structure, The Carbon Endowment, to retire coal assets at scale while securing a revenue stream for community reinvestment and job training in coal communities. Suz also advised on the structuring of Common Sense Growth as an extension of the non-profit Common Sense Media (to invest in companies that address issues related to children, education, and technology), the establishment of a fund for TPG Rise to provide debt financing to Echoing Green fellows, the spin-out of PRX from Public Radio International (to generate new revenue flows up to the non-profit), the establishment of a for-profit joint venture with non-profit Medicines360 (to allow the non-profit to distribute its healthcare products to women in the developing world), and the structuring of a for-profit evergreen fund that allows The Nature Conservancy to aggregate return-seeking and donor capital in order to invest in preserving our natural resources. She has also advised numerous clients on converting to a public benefit corporation or social purpose corporation model (which requires balancing traditional fiduciary duties against a social or environmental purpose), including This American Life, Revolution Foods, Rise Labs, and Beneficial State Bancorp.Suz also regularly advises boards of directors of private and public companies, special committees, and CEOs on corporate governance, particularly the intersection of fiduciary duties with sustainability, and focuses on environmental, social, and governance issues.Unmatched Cleantech and Renewable Energy ExperienceIn addition to founding and chairing the firm’s Social Enterprise and Impact Investing Group, Suz serves as Chair of Morrison & Foerster’s Energy Group and has extensive experience representing start-up to late stage private companies in the clean technology or sustainability space. She provides corporate and finance advice in connection with equity and debt financings, mergers, acquisitions, asset purchases and sales, reorganizations, and joint ventures. She has experience working with renewable energy start-up companies and renewable energy developers in the solar, wind, and biofuels industries. Suz has assisted renewable energy start up companies with raising venture capital and has advised renewable energy developers on project acquisitions.Suz’s representative renewable energy, cleantech, sustainable, and social enterprise clients include Anaergia, Change.org, EDF Renewables, E.ON, Etsy, First Look, OneSun, Planet Labs, Rising Sun Energy, RSF Social Finance, SustainBio, Trelys, Inc., Wikipedia, and Xpansiv.Board Activity and Thought LeadershipMs. Mac Cormac was a founding board member of the Sustainability Accounting Standards Board (SASB), is a member of the board of directors of Business for Social Responsibility (BSR), the Ceres President’s Council, and the Earth Genome Project, and is an advising board member of the Committee Encouraging Corporate Philanthropy’s Strategic Investor Initiative.She has joined the faculty (teaching on the intersection of sustainability and fiduciary duties) at both the Stanford Director’s College and the Northwestern Corporate Counsel Institute and is an adjunct professor at UC Berkeley School of Law, teaching a course on Social Enterprise.

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Partner

Susan (“Suz”) co-chairs the Environmental, Social, and Governance (ESG) and Social Enterprise + Impact Investing practices. Her work focuses on advising innovative sustainable companies and investors, with particular expertise on ensuring investments have positive impact through use of new corporate forms, hybrids, alternative debt and equity instruments and disclosure.

Susan H. Mac Cormac

Alfredo Silva is a partner in the Corporate Group, is co-chair of the Social Enterprise and Impact Investing Group, and a member of the Pro Bono and ESG Strategy Committees. Alfredo represents companies and investors in a broad range of corporate and securities law matters, with a focus on businesses in the life sciences, agtech and fintech sectors. Alfredo’s practice includes capital markets transactions, venture capital, growth equity and corporate venture financings, tender offers and other secondary offerings, digital token matters, and mergers and acquisitions. Alfredo also helps clients leverage environmental, social and governance (ESG) factors to evaluate risk and opportunities and to invest responsibly in businesses seeking sustainable growth and impact.In his private company practice, Alfredo has served as company or investor counsel in early- and late-stage financings, minority strategic investments and impact investments in dozens of private companies, including representation of SoftBank and SoftBank Vision Fund in financings with a combined value of over $2 billion, Temasek in its $800 million minority investment in Verily Life Sciences, an Alphabet company, and Visa Ventures in strategic fintech investments around the world.In his public company practice, Alfredo counsels issuers on strategic transactions, such as the stock-for-stock merger of Marrone Bio Innovations, Inc. with Bioceres Crop Solutions Corp, as well as corporate governance and compliance with the U.S. federal securities laws and stock exchange listing standards, including advising on cutting-edge issues with respect to ESG disclosures and materiality assessments.In addition, Alfredo works extensively with nonprofit organizations, providing advice on fiduciary issues, entity formation, structuring and other corporate matters, and assists small businesses pro bono. He incorporated and continues to advise Illuminate, the nonprofit producer of The Bay Lights, a 25,000 LED sculpture on the western span of the San Francisco-Oakland Bay Bridge, in structuring, corporate governance, and project management matters. Alfredo currently chairs the audit committees of the boards of directors of Eat. Learn. Play. Foundation, a nonprofit founded by three-time NBA champion Stephen Curry and The New York Times bestselling author Ayesha Curry to unleash the potential of every child, and San Francisco AIDS Foundation, which for nearly 30 years has been pursuing a future where health justice is achieved for all people living with or at risk for HIV, both of which Alfredo has previously advised as corporate counsel.Alfredo is recognized by The Recorder as a 2013 Lawyer on the Fast Track, in 2014 was the inaugural recipient of the firm’s Kathi Pugh Award for Pro Bono Service, is a 2017 Lawyers Committee for Legal Diversity Fellow, and was the recipient of the American Bar Association’s 2023 National Public Service Award. Alfredo received his B.S. degree, cum laude with distinction, in Engineering Sciences (Chemical) from Yale College in 2004 and received his J.D. degree from Yale Law School in 2008. Alfredo speaks conversational Spanish and Mandarin Chinese, and spent a year at China’s Tsinghua University researching issues in intellectual property protection on a Fulbright Fellowship.

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Alfredo Silva is co-chair of the firms Social Enterprise + Impact Investing practice and member of the firm’s Pro Bono Committee. He represents public and private companies and investors in a broad range of corporate and securities law matters, as well as nonprofit organizations on entity formation, fiduciary issues, and structuring.

Alfredo B. D. Silva represents public and private technology companies and strategic and financial investors in a broad range of capital markets transactions, early- and late-stage financings, and corporate governance matters in a variety of industries, including Life Sciences, Health Tech, FinTech, and SaaS.

Alfredo Silva is co-chair of the Morrison Foerster Social Enterprise + Impact Investing practice and member of the firm’s Pro Bono Committee. He represents public and private companies and investors in a broad range of corporate and securities law matters, as well as nonprofit organizations on entity formation, fiduciary issues, and structuring.

Alfredo B. D. Silva

Benjamin Fox is a corporate associate in the firm’s San Francisco office and a member of the firm’s Social Enterprise and Impact Investing and Energy and Clean Technology Groups.Benjamin’s practice focuses on the representation of clients in the clean technology, renewable energy and sustainability space. Benjamin counsels startup to late-stage private companies, venture capital and private equity investors, as well as family offices, private foundations and public charities in a broad range of transactional matters including early-stage and late-stage equity and debt financings, mergers, acquisitions, asset purchases and sales, joint ventures and hybrid or “tandem” structuring arrangements between non-profit and for-profit entities. He previously served as a member of the San Francisco Young Professionals in Energy events committee.Benjamin earned his J.D. from the University of California, Berkeley, School of Law (Boalt Hall), with a certificate of specialization in both Environmental Law and Energy and Clean Technology Law. At Boalt, he served as an executive editor of Ecology Law Quarterly, a member of the California Law Review, and a judicial extern for the Honorable Edward M. Chen of the U.S. District Court for the Northern District of California. Benjamin received the Ellis J. Harmon Prize for best legal writing in Environmental Law and Policy and was a NAPABA Law Foundation Scholarship recipient for commitment to serve the Asian Pacific American community.Prior to law school, Benjamin worked for the U.S. Department of Energy in Beijing, China and spent a year at Taiwan’s Tunghai University researching renewable energy and urban development policy on a Fulbright Fellowship. He earned his B.A., with distinction and highest honors, from the University of Michigan.

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Associate

Benjamin Fox is an associate in the firm’s Corporate Department in the San Francisco office. Benjamin is a member of the firm’s Social Enterprise and Impact Investing and Energy and Clean Technology Groups.

Benjamin Fox is an associate in the Morrison Foerster Corporate Department in the San Francisco office. Benjamin is a member of the firm’s Social Enterprise and Impact Investing and Energy and Clean Technology Groups.

Benjamin Fox

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Benjamin T.R. Fox

ESG: Navigating the Board’s Role Spring 2022 Course

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<ul><li>Generation Investment Management announced a newly closed <a href="https://www.pehub.com/2019/05/gores-generation-investment-management-fund-iii-raises-1-bln/" target="_blank" rel="noopener noreferrer">$1 billion Sustainable Solutions Fund</a> for growth investments. The fund will focus on investments in growth-stage businesses in three areas: 1) planetary health; 2) people health; and 3) financial inclusion.</li><li><a href="https://business.nasdaq.com/esg-guide/" target="_blank" rel="noopener noreferrer">Nasdaq</a> launched a new voluntary global environmental, social and governance reporting guide for public and private companies, which includes the latest third-party reporting methodologies widely adopted by the industry and aims to help companies navigate the evolving standards on ESG data disclosure.</li><li>Robert Eccles, a visiting professor at the University of Oxford, recently appeared on the Harvard Business Review’s IdeaCast podcast to discuss <a href="https://hbr.org/ideacast/2019/05/why-its-time-to-finally-worry-about-esg" target="_blank" rel="noopener noreferrer">why it’s time to finally worry about ESG</a>.</li><li><a href="https://www.pehub.com/2019/05/catalyst-launches-first-real-estate-opportunity-zone-fund/" target="_blank" rel="noopener noreferrer">Catalyst</a>, a double-bottom-line private equity firm co-founded by Jim Sorenson, announced the launch of their inaugural real estate Opportunity Zone fund, which aims to raise $150 million to invest in high-potential but historically overlooked small and mid-market U.S. Opportunity Zone communities.</li><li>Vanguard launched its first actively managed ESG fund, the <a href="https://finance.yahoo.com/news/vanguards-first-actively-managed-esg-132500706.html" target="_blank" rel="noopener noreferrer">Global ESG Select Stock Fund</a>, which will begin trading in early June.</li><li>The S&P Dow Jones Indices recently launched the <a href="https://qz.com/1621860/a-new-sp-500-index-promotes-esg-investing/" target="_blank" rel="noopener noreferrer">S&P 500 ESG Index</a>, which takes the benchmark 500 index and excludes companies that fail to meet certain ESG criteria.</li></ul>

Impact Links: Generation IM closes $1B fund; Nasdaq launches ESG guide; Catalyst Opportunity Zone Fund; Vanguard’s newest ESG fund; S&P 500 ESG Index

Generation Investment Management announced a newly closed $1 billion Sustainable Solutions Fund for growth investments. The fund will focus on investments in gr

Impact Links: Generation IM closes $1B fund; Nasdaq launches ESG guide; Catalyst Opportunity Zone Fund; Vanguard’s newest ESG fund; S&P 500 ESG Index

MoFo Impact’s Benjamin T.R. Fox will speak on “New Approaches to Aggregating Capital into the Impact Investing Space” at the annual Legal Issues in Social Entrepreneurship and Impact Investing conference, organized by NYU’s Grunin Center and the Impact Investing Legal Working Group.The session will cover the necessary legal and regulatory considerations related to help the impact investing market scale at the intersection of philanthropy and traditional finance. Specifically, lawyers will explore the legal challenges to maintaining exemptions for non-profit organizations and partners while working with impact shares. This panel will also discuss legal approaches to the significant regulation affecting investment products aimed at a broader audience of retail and community investors, as well as the less heavy regulation of institutional products targeting a narrower audience of more sophisticated investors. The discussion will be enriched with examples, including a non-profit ETF sponsor that partners with underlying non-profit organizations, as well as cases of direct public offerings of equity and debt securities by private companies and non-profit organizations.Register for the event <a href="https://www.law.nyu.edu/centers/grunin-social-entrepreneurship/events/2019Conference" target="_blank" rel="noopener noreferrer">here</a>.

Benjamin T.R. Fox to speak at NYU Grunin Center

MoFo Impact’s Benjamin T.R. Fox will speak on “New Approaches to Aggregating Capital into the Impact Investing Space” at the annual Legal Issues in Social Entre

Benjamin T.R. Fox to speak at NYU Grunin Center

The Global Impact Investing Network launched <a href="https://iris.thegiin.org/">IRIS+</a>, a new tool for investors to measure, manage, and optimize the impact of their investments. The tool allows investors to identify evidence-based metrics relevant to impact goals and offers practical guidance on refining their investment strategies.Oklahoma became the 36th state to <a href="https://journalrecord.com/2019/04/29/benefit-corporations-allowed-under-new-state-law/">pass benefit corporation legislation</a>, which goes into effect on November 1, 2019. The legislation takes the model code approach, differing from the often used Delaware Public Benefit Corporation format.Robert Eccles of the University of Oxford and Svetlana Klimenko of the World Bank recently interviewed 70 senior executives at global institutional investing firms on sustainable investing, revealing that ESG is “almost universally top of mind for these executives.” Their findings are summarized in the latest <a href="https://hbr.org/2019/05/the-investor-revolution">Harvard Business Review</a>.Ocean Spray, a farmer-owned cooperative of more than 700 cranberry farmers, announced its <a href="https://www.prnewswire.com/news-releases/ocean-spray-cranberries-inc-announces-2020-commitment-to-sustainable-farming-verifying-100-of-ocean-sprays-cranberries-as-sustainably-grown-300834579.html">2020 commitment to sustainable farming</a>, making it the first fruit cooperative in North America to verify 100% of its crop as sustainably grown.A <a href="https://www.nytimes.com/2019/05/03/your-money/impact-investing-standards.html">New York Times</a> article reveals that nearly three-quarters of Americans have moderate to high interest in sustainable investing, and shares four metrics available to investors to simplify the process.

Impact Links: Newly launched IRIS+ tool; OK passes benefit corporation legislation; Ocean Spray sustainability commitment; New studies show growing interest in impact investing

The Global Impact Investing Network launched IRIS+, a new tool for investors to measure, manage, and optimize the impact of their investments. The tool allows i

Impact Links: Newly launched IRIS+ tool; OK passes benefit corporation legislation; Ocean Spray sustainability commitment; New studies show growing interest in impact investing

Co-chair of MoFo’s Social Enterprise & Impact Investing Group, Suz Mac Cormac, will present on “The New Generation of Impact for Corporates” at the 2019 GSAM Bay Area Women in Treasury Event on May 15, 2019. She will discuss new corporate forms, methods to create impact, and enterprise risk management and sustainability.See more information about this <a href="https://custom.cvent.com/35272C27C83748C1860D466D8BE87072/files/event/5ed1dc5e0ccc47c896c4e7410e11a7e1/0435628fb82848e3bebb4f106dede3b9.pdf" target="_blank" rel="noopener noreferrer">event</a>.

The Next Generation of Impact for Corporates

Co-chair of MoFo’s Social Enterprise & Impact Investing Group, Suz Mac Cormac, will present on “The New Generation of Impact for Corporates” at the 2019 GSAM Ba

The Next Generation of Impact for Corporates

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Impact Links: Generation IM closes $1B fund; Nasdaq launches ESG guide; Catalyst Opportunity Zone Fund; Vanguard’s newest ESG fund; S&P 500 ESG Index

Benjamin T.R. Fox to speak at NYU Grunin Center

Impact Links: Newly launched IRIS+ tool; OK passes benefit corporation legislation; Ocean Spray sustainability commitment; New studies show growing interest in impact investing

The Next Generation of Impact for Corporates