Delaware, long the gold standard for U.S. corporate incorporation, is facing an unprecedented challenge as companies increasingly move their legal headquarters to other states. The trend, dubbed "D‑Exit," is fueled by growing concerns over litigation risk, unpredictable court rulings, and rising costs, a shift that could reshape American corporate governance.
Once considered the safest legal home for corporations, Delaware has attracted more than half of all publicly traded U.S. companies, thanks to its sophisticated Court of Chancery, which specializes in corporate law, and its flexible General Corporation Law. But in recent years, high-profile rulings and aggressive shareholder litigation have prompted some companies to question whether Delaware remains the optimal home.
