Can Delaware Be Dethroned?

Leading corporate lawyers and academics evaluate Delaware's dominance of corporate law and the challenges it now faces.

This book is aimed at corporate lawyers, academics, regulators, and judges. The leading corporate practitioners and academics who have contributed essays to this volume provide sophisticated analyses of what makes Delaware the leading source of corporate law and the challenges that Delaware faces from other states and the federal government.Delaware is the state of incorporation for almost two-thirds of the Fortune 500 companies, as well as more than half of all companies listed on the New York Stock Exchange, NASDAQ, and other major stock exchanges. This gives Delaware a seemingly unchallengeable position as the dominant producer of US corporate law. In recent years, however, some observers have suggested that Delaware's competitive position is eroding. Other states have long tried to chip away at Delaware's position, and recent Delaware legal developments may have strengthened the case for incorporating outside Delaware. More importantly, however, the federal government is increasingly preempting corporate governance law. The contributors to this volume are leading academics and practitioners with decades of experience in Delaware corporate law. They bring together a variety of perspectives that collectively provide the reader with a broad understanding of how Delaware achieved its dominant position and the threats it faces.