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9 Legal Information Alert 1 (1990)

handle is hein.lbr/leinfal0009 and id is 1 raw text is: Vhat's new in legal publications, databases and research techniques                Volume 9, No.. 1 January 1990

Contents

Delaware
Corporation Law
and Research
For Your
Information
Database News
New
Publications

1
5
6
7

Publishers 14
Index 16
Delaware
Corporation Law
Bibliography
S1-S4

Delaware Corporation Law and Research:
An Interview with Samuel A. Nolen
By Jean D. Winstead
Small companies as well as Fortune 500 companies choose to incorporate in the
state of Delaware. To find out why Delaware plays a leadingrole in corporation
law, the ALERT interviewed Samuel A. Nolen, a partner in the Wilmington law
firm of Richards, Layton & Finger, which has been involved in many of the
important Delaware cases. A bibliography of the most important sources for
research on Delaware corporation law appears as a pull-out supplement.
ALERM What is so important about Delaware corporation law?
Nolen: Delaware's General Corporation Law is tremendously important be-
cause there are so many Delaware corporations. At last count there were over
192,000 Delaware corporations. These include a large percentage of the corpo-
rations listed on the major stock exchanges and a substantial portion of the
largest U.S. industrial corporations. The General Corporation Law governs the
internal affairs of these companies by virtue of their incorporation here. The
Delaware statutes and case law define their powers and the rights and duties of
their various constituencies. Although these corporations may not have their
operations here, Delaware's General Corporation Law provides the central
framework for their legal existence.
For this reason it has been said that Delaware's corporation law is effectively
a national corporation law. Increasingly, other states look to our law as a guide
to their own laws. Delaware has become the model to follow.
Delaware law has really been brought to the forefront in the 1980s because
of the rapid pace of takeover activity and the fact that many, if not most, of the
major takeover cases have had a Delaware aspect. So in this area particularly,
Delaware courts and Delaware law have become the objects of nationwide
focus.
ALERT. Generally we hear that the Delaware corporation laws are more favor-
able than other states'. What specifically makes it so favorable?
Nolen: A number of factors combine to make Delaware attractive as a forum of
choice for incorporation. The General Corporation Law is one factor; Delaware's
court system is another; its business climate is a third; and the stable, extensive

(continued on page 3)

Volume 9, Mo. I January 1990

Vhat's new in legal publications, databases and research techniques

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