Document Type
Student Paper
Publication Date
Spring 2026
Abstract
Delaware has long dominated the American market for corporate charters, supported by its flexible corporate statute, specialized Court of Chancery, deep body of precedent, and strong network effects. Recent developments, however, suggest that Delaware’s dominance is facing more serious pressure than it has in decades. High-profile reincorporations, growing concern over Delaware litigation, and new statutory and judicial developments in other states have created a more active market for corporate law.
This Article examines that shift through five representative jurisdictions: Delaware, Nevada, Texas, Utah, and Wyoming. Delaware remains the baseline, but Nevada, Texas, Utah, and Wyoming now of er distinct models aimed at different parts of the corporate-law market. Nevada emphasizes strong protection for directors, of icers, and controllers. Texas combines business-friendly substantive law with a specialized business court. Utah reflects the spread of the business-court model into regional technology markets. Wyoming focuses on cost, privacy, simplicity, and digital-asset businesses. Together, these developments show that state competition is becoming more segmented rather than simply converging around Delaware’s model.
The Article argues that this new phase of corporate federalism has important consequences for shareholder protection, predictability, and Delaware’s future role. Delaware will likely remain dominant, but its recent statutory changes show that pressure from competing jurisdictions is already shaping Delaware law.
Recommended Citation
Lupiano, Leonardo, "Corporate Jurisdiction Competition in the United States: Delaware’s Dominance and the Rise of Segmented State Competition" (2026). Student Scholarship. 3.
https://scholars.law.unlv.edu/student-scholarship/3
Comments
This is a Directed Research paper.