The Delaware Way: How We Do Corporate Law and Some of the New Challenges We (and Europe) Face

Leo E. Strine, Jr. 

In this article, originally addressed to the European Policy Forum, Vice Chancellor Strine provides an overview of Delaware’s approach to corporate law and identifies some of the challenges that approach now faces. These challenges include: the potential threat to economic efficiency that might result if the federal government further expands its role in corporate governance; the difficulties presented by the increasing separation of capital from capital, i.e., the reality that more and more of the stock of operating corporations is held by institutional investors, whose interests are not entirely aligned with those of the individuals whose capital they control; and finally, the pressures that globalization presents not only for the United States, but for all advanced liberal democracies, seeking to preserve the societal benefits obtained through the corporate form in their humane approach to capitalism while simultaneously seeking to include the developing nations in an international market for goods and services.