The Essence of the Code: "Directors shall manage the corporation in a manner that does not cause damage to the environment, violate human rights, adversely affect the public health or safety, damage the welfare of the communities in which the corporation operates, or violate the dignity of the corporation's employees."
--Model Uniform Code



Senate Authors
Chief: Marty
Co: Lourey

House Authors
Chief: Hilty
Co: Hausman,
Sertich (Minority Whip), Walker



CA Senator Richard Alarcon,
Richard Barrett, Prof. Robert Benson,
Charlie Cray,
Granny D,
Barbara Ehrenreich,
Terry Gips,
Thom Hartmann,
Tom Hayden,
Jim Hightower,
Robert Hinkley, Rabbi Michael Lerner,
Marjorie Kelly,
Ken Pentel, Prof. Harlan Smith,
Leif Utne,
Nina Utne



"GOVERNING DYNAMICS: The best result would come from everyone in the group doing the best for himself and the group." John Nash, Noble Prize Winner, in the movie "A Beautiful Mind"




| Meetings | Articles кейсы кс го<игратьion Statement

C4CR envisions a world in which corporations work for a just, peaceful and sustainable global society.

Mission Statement

To transform the legal purpose of corporations to include responsibility to employees, communities and the environment.


New Minnesota Bill for Socially Responsible Corporations Introduced

April 24 , 2006
Chief Authors Senator John Marty and Representative Bill Hilty introduced the bill as Senate File 3786 and House File 4161.

Draft of New Minnesota Bill for Socially Responsible Corporations Completed

March, 2006
C4CR's Advisory Board has completed the draft of our new bill for Socially Responsible Corporations. Under a new section of law:
1. Directors will have an affirmative duty to all stakeholders,
2. Employees and representatives of the public interest will be on the Board of Directors,
3. Directors will be protected from shareholder suits when they choose to consider other stakeholders and the public interest,
4. Socially Responsible investors and consumers will know where to invest their money, and
5. Socially Responsible Companies will be protected from hostile takeover.


Our Bill for Socially Responsible Corporations Has Been Introduced in Hawaii As HB3118
As of March 2, 2006 the bill has passed two House Committees in Hawaii. To read the Hawaiian version and check on current status enter

Training in Nonviolent Communication
Citizens for Corporate Redesign is integrating the process of Nonviolent Communication into its internal processes, its communication with others and its framing, The following training is available for those who want to learn more about Nonviolent Communication:

October 29, November 5, 12 & 19, 2006
Local trainers John Karvel and Margarita Mac are offering a training entitled "Living, Speaking and Listening from the Heart". [READ MORE]

Brief Video Introduction to NVC
Marshall Rosenberg video:

Newsletter Vol. 1, Issue 1: August 1, 2005

C4CR Awarded Grant
October 6, 2004
Sisters of St. Joseph of Carondelet Partners in Justice Board awarded Citzens for Corporate Redesign - Minnesota a $5,000 grant for general operating expenses. To learn more about the Sisters of St. Joseph visit their website at

Presented at the May 1, 2004 Living Green Expo by John Karvel

Click to Read the list of Resource with existing Bills
Click to go straight to existing Bills

Corporation 2020 Website
A Project of the Tellus Institute and Business Ethics
Corporation 2020 is a new, multi-stakeholder initiative to develop and advocate for corporate designs that sustain social purpose. The initiative is rooted in the premise that societal expectations and needs in the 21st century demand a major elevation in corporate contributions to urgent global imperatives—economic, environmental, and social. In the face of both peril and promise for global futures, it is no longer enough to ask, “What is the business case for social responsibility?” The question, instead, must be, “What is the social purpose case for business?”

In the past, the debate surrounding the future of the corporation has been narrowly defined as one between government regulation and free markets. Corporation 2020 posits a third path: system redesign. It is a path that recognizes the historical and legitimate public role in corporate design; the necessity of respecting universal values while recognizing the drawbacks of unnecessarily intrusive government; and the ingenuity but intrinsic deficiencies of voluntarism and unfettered markets. Reaching beyond mainstream corporate social responsibility (CSR), Corporation 2020 will chart a path that embeds social purpose in the organizational “DNA” while helping to catalyze and fortify durable, high-performing enterprises.

Minnesota Senate Judiciary Committee Tabled The Code for Discussion
February 19, 2004

The Code was tabled for further review. The Committee was concerned that there may be unintended consequences from the existing language. Some of the question that need to be answered are:
Would shareholders be able to sue, outside of their normal fiduciary interest, on behalf of the public interest when directors permit something which is harmful to the public interest? Attorney Robert Hinkley is drafting an amendment to address this.
How do you relieve directors of having to maximize shareholder compensation without raising the specter of too many lawsuits on behalf of a hard to define public interest or between different segments of the public interest? Is this specter real or imaginary?

Testimony Given Before the Minnesota Senate Judiciary Committee
February 19, 2004

By Robert Hinkley
By John Karvel
By Marjorie Kelly

The Code Has Been Introduced In Minnesota
April 2003
Senator Sandy Pappas is chief author the Code (Senate File #1529) in the Senate. Representative Carlos Mariani is chief author in the House (House File #1534). (See the full list of authors lower on the left of this page.)

Also please communicate your support for the Code to your Senator
and your Representative

Click here to read a sample letter for individual legislators.

The AFL-CIO, Sierra Club and Teamsters in California Endorse the Code These organisations sent letters of endorsment to the CA Senate Judiciary Committee in January 2004.

The Green Party of California Endorses the Code To read their Press Release please click here.

Vanishing Democracy-Challenging Corporate Power Follow Up Meeting: Report from September 13, 2003
Participants in the March 29, 2003, conference on Vanishing Democracy had a follow up meeting on September 13, 2003. Organizations reported on their work since March. Strategies for working together as network were discussed. To read the notes from the meeting please click here.

What The Code For Corporate Responsibility Does
To read what the code accomplishes (in a bullet point format) please click here.

Women's International League for Peace and Freedom - Minnesota Metro Branch Endorses the Code. Contact Information.

California Corporate Reform Working Group (CalCORE)
CalCORE is an ad hoc group which works with state and national activists to enact corporate reform legislation, including the Code for Corporate Responsibility (California SB 917). CalCORE seeks additional endorsers for the Code. We also seek activists to help with outreach and to form lobbying groups to visit state legislators at home offices or in Sacramento. Training will be provided. Please email for more information. To read an article by CalCORE Coordinator Nichole Su, click here. To learn more go to

NOW in California takes up the Code
The National Organization for Women -- California,, has taken up the Code as one of three items on their legislative agenda for 2003.

The Code on Maine Public Radio
Former Corporate Lawyer Calls On Maine To Adopt A "Code For Corporate Citizenship (Responsibility)"
Robert Hinkley of Brooklin, Maine believes corporations should be about more than just making money. In fact, he feels so strongly about it that he quit his job as a corporate attorney after 23 years and is now on a mission to get a "Code for Corporate Citizenship (Responsibility)" written into state law. Hinkley told Maine Public Radio's Keith Shortall that current state law is focused too narrowly on the bottom line. Right Click open in a new window to Listen

The Code on National Public Radio
On Monday, November 18th, Robert Hinkley and Marjorie Kelly spoke about the Code and Corporate Accountability on David Broncaccio's Marketplace.

The Alliance for Democracy Endorses the Code Nationally
On October 23rd through the 26th, 2002, the Alliance for Democracy held its in-person national council meeting in St. Paul. The council voted to endorse the Code for Corporate Responsibility.
Citizen Works has devoted a whole page to the Code on their website. They link to our website, have more articles about the Code,
a Corporate Reform Weekly Report and other valuable tools

The Code in the United Kingdom
The Corporate Responsibility Coalition in UK is seeking to enact a law that is very similar to our C4CR (

Meetings & Engagements


March 13th: General Meeting
Monday, March 13th, 6:30 PM
2369 Doswell Avenue, St. Paul, MN 55108.

Visitors Are Welcome. [READ MORE]

Advisory Board
Next meeting date to be set after the bill is drafted
State Office Building, Room 272.

Earth Charter -- Minnesota Chapter
Saturday October 30th

The Earth Charter is a declaration of fundamental principals for building a just, sustainable and peaceful global society in the 21st century. C4CR is a response to number of Earth Charter principals that call for action. In September C4CR was a sponsor of the first Twin Cities Earth Charter Community Summit. C4CR maintains its connections with the Earth Charter and its efforts to evolve a global consciousness for a sustainable society. To learn about Minnesota Chapter of Earth Charter and the 2004 Twin Cities Earth Charter Community Summit (Saturday, October 30th) go to their website at

Recent Articles

New Principles for Corporate Law
By Kent Greenfield, Professor of Law, Boston College Law School
February 16,2005

The fundamental assumptions of corporate law have changed little in decades. Accepted as truth are the notions that corporations are voluntary, private, contractual entities; that they have broad powers to make money in whatever ways and in whatever locations they see fit; that the primary obligation of management is toward shareholders, and shareholders alone. Corporations have broad powers but only a limited role: they are entities that have as their primary objective the making of money. Not much else is expected or required of them. [READ MORE]

Twenty-eight Words That Could Change The World
An interview of Robert Hinkley by Arnie Cooper
Published in the September 2004 issue of The Sun

Hinkley: Really I do not have to win anybody over. People already know in their hearts that polluting, violating human rights, making people sick, treating people like machines, and bullying your neighbors are wrong; they just don't know what can be done about these things. The code gives them hope that there is a solution.

Changing The Design Of The Corporation
By Robert Hinkley, June 2004
A new film, The Corporation, is a must for any one who wants to understand why corporations pollute the environment, endanger the public health and safety, violate the dignity of their employees and sometimes ruin our communities. Based on a book by corporate law professor Joel Bakan, "The Corporation: The Pathological Pursuit of Profit and Power", the film says such behavior is inherent in their nature.

The Ethical Advantage
By James A. Mitchell, February 2003
According to a Harvard Business School Study, ethical firms which consider additional stakeholders outperform those which do not. "Over an eleven-year period, the former increased revenues by an average of 682% versus 166% for the latter, expanded their work forces by 282% versus 36%, grew their stock prices by 901% versus 74%, and improved their net incomes by 756% versus 1%." [READ "THE ETHICAL ADVANTAGE"]

Let's Change The DNA Of Corporations
By John Karvel, July 29th, 2002
Why is it that in the law corporations have the single purpose of making a profit for the shareholders? Isn't it obvious that there are more stakeholders that make up the corporate community? Analysis shows that employees are really the major contributors to creating wealth. The communities in which corporations operate have much to gain or lose, depending on how responsibly the corporations there operate. And the environment, our environment, has everything at stake.

President Bush's Economic Forum
Ron James, August 13 , 2002
Ron James, CEO of the Center for Ethical Business Culture in Minneapolis, MN, was able to speak when the President was present. He told the President "that business leaders do two things very well". One, "they are concerned about all of their stakeholders". Two, "they balance long and short-term trade offs. They create value for the shareholder over the long-term by serving all of these stakeholders. Reports and studies show that companies that practice this grow revenues four times as fast, workforce eight times as fast and stock prices twelve times as fast as companies that don't. It is not about doing either or. You can do both. You can create an ethical environment that serves multiple stakeholders but can insure your are creating value for the shareholders." [READ MORE]

The Code for Corporate Responsibility:
Widening the Perspective of Management
A Paper for Robert J. Milano School of Management and Urban Policy
New School University
By Gili Chupak, May 2004

In this paper, I have researched corporate responsibility. What is it? How do we get there? And what is blocking us from arriving at corporate responsibility? I used a whole systems perspective in order to determine the most effective strategies. I described each strategy based on its ability to impact responsible corporate behavior using the leverage point categorizations offered by the whole systems analysis. I limited my analysis of the strategies to the framework of law to accommodate the mission of C4CR. [READ MORE]

[Go to our Articles Page to read more articles]

[Read Corporation 2020 documents pertaining to various aspects of corporate design]

[Read additional articles at the Center for Ethical Business Cultures website that demostrate the financial advantage experienced by ethical businesses]