Recently, I came across this blog posting by Professor Larry Ribstein at the University of Illinois College of Law that discusses the role of Nevada in the market for corporate charters. He discusses this this article in Boardmember.com and a more scholarly article by Professors Michal Barzuza and David C. Smith.
Professors Barzuza and Smith note that Nevada is now the second most popular state for out-of-state incorporations, with 255 publicly traded corporations as of 2008. This puts Nevada far ahead of California which counted a total of only 135 publicly traded corporations.
The two professors, however, find that Nevada “attracts firms that have a large and significant likelihood of reporting financial results that later require restatement”.
Professor Ribstein takes a more positive view of Nevada, arguing “So far the Nevada story shows that there’s a significant demand for rules that reduce governance costs even in the face of strong pressures toward Delaware standardization.”
In this article that I wrote for the Los Angeles Lawyer magazine, I compare some of the key features of California, Delaware and Nevada corporate law. For more in-depth information and analysis of Nevada’s corporate law, see Bishop & Zucker on Nevada Corporations and Limited Liability Companies.
