FREEZING OUT BEN & JERRY: CORPORATE LAW AND THE SALE OF A SOCIAL ENTERPRISE ICON
Antony Page* & Robert A. Katz**†

INTRODUCTION The perfect duo. Ice cream and chunks. Business and social change. Ben and Jerry.1 Nobody wants to end up like Ben and Jerry’s, where soon after a multinational acquired it, key facets of its social mission were cut from the company.2 Ben & Jerry’s Homemade, Inc. was once the darling of proponents of social enterprise and social entrepreneurship.3 It was a for-profit corporation that seemingly did not put profits first. Rather, it pursued, in the parlance, a “double bottom” line, seeking to advance progressive social goals, while still yielding an acceptable financial return for investors. It advanced its social mission in many ways, such as by committing 7.5% of its profits to a charitable foundation; conducting in-store voter registration; and buying ingredients from suppliers who employed disadvantaged populations.4 Ben & Jerry’s founders, Ben Cohen and Jerry Greenfield, held out their double bottom line approach (they called it the “double-dip”) as a model for others who wished to “Lead With [their] Values and Make Money, Too.”5

* Professor of Law at Indiana University School of Law—Indianapolis. ** Professor of Law at Indiana University School of Law—Indianapolis and Professor of Philanthropic Studies at the Indiana University Center on Philanthropy. † Thanks to the organizers of the symposium “Corporate Creativity: The Vermont L3C & Other Developments in Social Entrepreneurship,” and the editors of this Article: Merrill Bent, Emily Montgomery and Sofia Yazykova at the Vermont Law Review. Thanks also to research assistants Jonathan Lund and Phillip Triplett. 1. BEN COHEN & JERRY GREENFIELD, BEN & JERRY’S DOUBLE DIP: LEAD WITH YOUR VALUES AND MAKE MONEY, TOO 13 (1997). 2. Kevin Jones, Selling vs. Selling Out, STAN. SOC. INNOVATION