The Delaware General Corporation Law (DGCL)
In the world of business formation and corporate law, the Delaware General Corporation Law (DGCL) has achieved an almost mythical status. This long-established legal framework of the US state of Delaware has become one of the most influential and highly regarded corporate laws in the world. But what makes the DGCL so special?
Flexibility as a key feature
The DGCL is characterized by its remarkable flexibility. It is a so-called "enabling law" that offers companies far-reaching opportunities to adapt their organizational documents such as articles of association and rules of procedure to their specific needs. A prime example of this is the great freedom in structuring the management and supervisory bodies. Companies can choose either a one-tier or two-tier system and freely regulate aspects such as board size, committees, powers and terms of office of directors. Modern management structures are just as possible as the separation of chairman and CEO according to the company's own ideas. Such flexible rules allow companies to adapt their corporate governance efficiently and tailor it to their size, sector and development phase.
A case law treasure
Another reason for the attractiveness of the DGCL is the extensive case law that has developed over the decades in Delaware has developed...
...The combination of flexibility, rich case law and the expertise of the Delaware judicial system has made the DGCL a globally respected and influential corporate law. For company founders, board members and investors, such a solid legal framework is invaluable. The DGCL has established itself as the gold standard in this regard.