USA - Delaware LLC
Delaware has been the premier state across the USA of formation for business entities since the early 1900s.
Today, more than one million business entities have made Delaware their legal home.
Although the number of entities organized in Delaware is impressive, even more important is the fact that so many large and important corporations whose shares are listed on major stock exchanges are incorporated in Delaware.
Indeed, more than 60 percent of the Fortune 500 companies are incorporated in Delaware.
But organization in Delaware is not only for U.S. entities—companies and entrepreneur from all around the world can take advantage of Delaware’s benefits.
The Delaware General Corporation Law (DGCL) offers predictability and stability. It is shaped by corporate-law experts and protected from influence by special-interest groups. The Delaware legislature every year reviews the DGCL to ensure its ability to address current issues.
The DGCL is also an enabling statute. Delaware’s corporate statute is not a detailed, prescriptive “company law” such as exists in many nations. Instead, the DGCL includes a few important mandatory requirements to protect investors and otherwise provides flexibility for corporations to carry out their business.
The Delaware Court of Chancery is a specialized court of equity with specific jurisdiction over corporate disputes.
Without juries, and with only five expert jurists selected through a bipartisan, merit-based selection process, the Court of Chancery is flexible, responsive, focused and efficient.
Cases from the Court of Chancery are appealed directly to the Delaware Supreme Court, which is the ultimate word on Delaware law.
The Supreme Court has five justices, each of whom has considerable experience with Delaware’s business law. Delaware’s courts also offer a number of options for dispute resolution outside of litigation.
The Case Law
The Court of Chancery and the Delaware Supreme Court both have a historical tradition of issuing reasoned written opinions supporting their decisions, thus allowing a significant body of precedent to accumulate over many decades.
Judges, not juries, decide all corporate cases and must give reasons for their rulings.
The resulting body of case law provides detailed and substantive guidance to corporations and their advisors.