Delaware General Corporation Law

The Delaware General Corporation Law (sometimes abbreviated DGCL), officially the General Corporation Law of the State of Delaware (Title 8, Chapter 1 of the Delaware Code), is the statute of the Delaware Code that governs corporate law in the U.S. state of Delaware.[1] The statute was adopted in 1899. Since the 1919 anti-corporation reforms in New Jersey under the governorship of Woodrow Wilson,[2] Delaware has become the most prevalent jurisdiction in United States corporate law and has been described as the de facto corporate capital of the United States.[2]

Delaware is considered a corporate haven because of its business-friendly corporate laws compared to most other U.S. states.[3][2] 66% of the Fortune 500, including Walmart and Amazon (two of the world's largest companies by revenue) are incorporated (and therefore have their domiciles for service of process purposes) in the state.[4] Over half of all publicly traded corporations listed in the New York Stock Exchange (including its owner, Intercontinental Exchange) are incorporated in Delaware.

The statute has been credited with reducing the tax burdens on Delaware residents as revenues from the statute provide two-fifths of the state's budget, but has been controversial for facilitating tax dodging and money laundering by major corporations, as well as providing safe haven to money launderers, kleptocratic foreign rulers, and human traffickers.[2]

  1. ^ "Delaware General Corporation Law". Delaware Code Online. Retrieved 21 December 2018.
  2. ^ a b c d Weitzman, Hal (2024). What's the Matter with Delaware?: How the First State Has Favored the Rich, Powerful, and Criminal—and How It Costs Us All. Princeton University Press. ISBN 978-0-691-23574-5.
  3. ^ "How Delaware Thrives as a Corporate Tax Haven". The New York Times. 30 June 2012.
  4. ^ "About the Division of Corporations". Delaware Division of Corporations. Retrieved 1 January 2020.

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