As a public benefit corporation, Anthropic has more legal protection from shareholders if it fails to maximize financial interests in favor of its public benefit mission.

Judge as of 2022-03-04 against applicable PBC law (Delaware). True if the law gives a PBC and its directors more protection than a standard corporation against shareholder claims when they do not maximize financial returns in pursuit of the public benefit (e.g. directors' duty to balance stockholder interests with the public benefit, and their compliance with that duty when decisions are informed and disinterested). Mostly true if such protection exists but is narrower than stated (e.g. it applies to balancing decisions rather than to failing to maximize financial interests generally). Mostly false if the protection is only marginal or largely theoretical relative to standard corporations. False if PBC law offers no additional protection of this kind.

Set before the research began.

1. E1 § 365. Duties of directors Justia Law (reproducing the 2014 Delaware Code) · 2014

   “The board of directors shall manage or direct the business and affairs of the public benefit corporation in a manner that balances the pecuniary interests of the stockholders, the best interests of those materially affected by the corporation's conduct, and the specific public benefit or public benefits identified in its certificate of incorporation.”

2. E2 § 365. Duties of directors Justia Law (reproducing the 2014 Delaware Code) · 2014

   “with respect to a decision implicating the balance requirement in subsection (a) of this section, will be deemed to satisfy such director's fiduciary duties to stockholders and the corporation if such director's decision is both informed and disinterested and not such that no person of ordinary, sound judgment would approve.”

3. E3 § 365. Duties of directors Justia Law (reproducing the 2014 Delaware Code) · 2014

   “The certificate of incorporation of a public benefit corporation may include a provision that any disinterested failure to satisfy this section shall not, for the purposes of § 102(b)(7) or § 145 of this title, constitute an act or omission not in good faith, or a breach of the duty of loyalty.”

4. E4 Court of Chancery Confirms No Price-Maximization Duty on Public Benefit Corporation Directors | Enhanced Scrutiny Sidley Austin LLP · 8 September 2026

   “Section 365(b) of the DGCL provides that, with respect to a decision implicating Section 365(a)’s balancing requirements, a PBC director “will be deemed to satisfy” his or her fiduciary duties if the decision is (i) both informed and disinterested, and (ii) “not such that no person of ordinary, sound judgment would approve.””

Delaware's PBC statute requires boards to balance stockholders' pecuniary interests against the interests of those affected and the stated public benefit, rather than to maximize financial returns (E1). For decisions implicating that balance, directors are deemed to satisfy their fiduciary duties if the decision is informed, disinterested and not irrational (E2), and charters may add exculpation for disinterested failures (E3). A later commentary confirms the same §365(b) safe harbor and that PBC directors have no price-maximization duty (E4). The claim refers specifically to forgoing financial maximization in favor of the mission, which is the balancing protection the statute provides, so it resolves true.