Robert Rhee, ‘The Irrelevance of Delaware Corporate Law’

ABSTRACT
Delaware corporation law is dominant in America. If the effects of efficient rules are incorporated as information by an efficient capital market, the preferred choice of Delaware could evince the deliberate selection of better laws. Superior law as a product of state competition is the central argument for corporate law federalism. Despite the spirited debate on the race to the bottom or the top, a recognition of a ‘Delaware premium’ to firm value is scant. This article conducts a longitudinal study of valuations. It analyzes the market values and stock prices of public Fortune 500 companies over the five-year period 2015–2019. About one-third of public Fortune 500 companies are chartered in other states, including some of the largest, most important companies in America. This article conclusively shows that Delaware corporations are not valued more than the companies chartered in other states. There is no Delaware premium …

Rhee, Robert J, The Irrelevance of Delaware Corporate Law (August 19, 2022), 48 Journal of Corporation Law 295 (2023); University of Florida Levin College of Law Research Paper No 23-5.

Leave a Reply