As someone who has been writing about Nevada corporate law for over two decades, I’ve been somewhat amused by the recent “discovery” of the Silver State as an alternative to Delaware. Writing for The Wall Street Journal, Liz Hoffman observed that Nevada is the second most popular state after Delaware for public company incorporations. This prompted Kevin LaCroix to question: Should Nevada Be the New Preferred Forum? (That’s Right, Nevada.) He ends his piece with another question:
However, if there is to be a contest, can we at least insist that the focus of the debate be around the long-run best interests of corporations and their shareholders, rather than merely what is most expeditious?
But what’s wrong with being expeditious? To be expeditious means to be speedily performed. Generally, people expect and enjoy expeditious service. The word doesn’t usually doesn’t carry a negative connotation. Most likely, the intended word was “expedient” which is sometimes used to derogate an action as useful rather than correct. Both words are derived from the Latin words ex (from) and pes (foot) which are used to form the verb expedire which means to set free or liberate.
In addition to authoring the first treatise on Nevada corporate law, below is a listing of the articles that I’ve published over the years on the subject:
The Nevada Corporation: Is it a Good Bet? 14 CEB California Business Law Reporter 79 (1992)
The Delaware of the West: Does Nevada Offer Better Treatment for Directors? 7 Insights 20 (Mar. 1993)
Getting Out: The Nevada Corporation: Is it a Good Bet? Orange County Lawyer 24 (April 1993)
Comparing California, Delaware and Nevada Corporate Laws in Light of California Corporations Code Section 2115, Business Law News (Fall 1994) (Co-Author)
Nevada Packages a Complete Set of Anti-Takeover Statutes, LXVI Corporation 1 (1995)
Battle for Control of ITT Corporation Spotlights Nevada (and Delaware) Corporate Law: Did Nevada Law get Stockholders a Better Deal? 12 Insights 15 (Jan. 1998)
Nevada Adopts Significant Changes to its Corporate Law, 15 Insights 24 (Oct. 2001)
Silver Standard, Los Angeles Lawyer 32 (Nov. 2008)