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DExit: Nevada vs. Delaware Corporate Law and Practice
With increasing national attention focused on Nevada corporate law as an alternative to the corporate laws of other jurisdictions, such as Delaware and Texas, we write to provide information to a national audience in the context of our response to a recent draft article by Professor Michal Barzuza titled “Nevada v. Delaware: The New Market for Corporate Law” (Eur. Corp. Governance Inst., Law Working Paper No. 761/2024, https://ssrn.com/abstract=4746878, Virginia Law and Economics Research Paper No. 2026-06).
Nevada law continues to evolve, and we offer some important addenda and amendments to Professor Barzuza’s draft. In evaluating Nevada corporate law, professional advisers, institutional investors, and stockholders need access to a complete picture. Our responses are driven in part by concerns about missing information, internal inconsistencies, misguided conclusions, inaccuracies, and misperceptions about Nevada corporate law and practice included in Professor Barzuza’s draft. We hope our responses will help to educate investors and advisors who might otherwise rely solely on the draft article for information about Nevada law.
Please click here to read Professor Barzuza’s draft and our response divided into the following categories.
- Nevada Corporate Law Differs from Delaware Corporate Law
- Access to Nevada Corporations’ Books, Records, and Information
- Nevada Law in Change of Control Situations
- Nevada Case Law
- Nevada Legislative History
- Nevada’s Corporate Liability Environment
- Nevada Shareholder Derivative Claims
About McDonald Carano
In 2024, McDonald Carano celebrated its 75ᵗʰ Anniversary of serving Nevada’s legal, business, government, and civic communities. More than 60 lawyers and government affairs professionals serve Nevada, national, and international clients from our offices in Reno, Las Vegas, and Carson City. McDonald Carano provides transactional, litigation, regulatory, and government affairs services to startups, corporations, private companies, trade associations, nonprofits, public entities, high-net-worth individuals, and family offices throughout Nevada. We are deeply committed to supporting local communities by volunteering our time, resources, and services, including pro bono legal services, to nonprofit organizations, charitable foundations, and public service entities. We are proud to be your Nevada law firm since 1949.
Media Contact
Mark Buckovich
mbuckovich@mcdonaldcarano.com
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