Can Delaware Be Dethroned?
Evaluating Delaware's Dominance of Corporate Law

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

Stephen M. Bainbridge (Edited by), Iman Anabtawi (Edited by), Sung Hui Kim (Edited by), James Park (Edited by)

9781107158283, Cambridge University Press

Hardback, published 11 January 2018

266 pages
23.5 x 15.6 x 1.8 cm, 0.5 kg

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.

1. Introduction Stephen M. Bainbridge
2. Product differentiation in the market for corporate law: how to design a regulatory alternative to Delaware corporate law Sean Griffith
3. Corporate charter competition Lynn LoPucki
4. Delaware's dominance: a peculiar illustration of American federalism Robert Thompson
5. The failure of federal incorporation law: a public choice perspective Sung Hui Kim
6. Delaware and Santa Fe industries v. Green James Park
7. Interest group analysis of Delaware law: the corporate opportunity doctrine as case study Stephen M. Bainbridge
8. The trouble with Trulia: re-evaluating the case for fee-shifting William B. Chandler and Anthony Rickey
9. Dominance by inaction: Delaware's long silence on corporate officers Lyman Johnson
10. Delaware primacy for limited partnerships Christine Hurt
11. Why Delaware has endured, should endure, and yet may not endure Charles Elson
12. Delaware's continued resilience: the next hundred years A. Gilchrist Sparks.

Subject Areas: Taxation & duties law [LNU], Capital markets & securities law & regulation [LNPD], International law reports [LBL], Public international law [LBB], International law [LB], Systems of law [LAF]