Delaware's Choice: A Brief Reply to Commentators
7 Pages Posted: 18 Aug 2014
Date Written: 2014
I am grateful to the six commentators on my Delaware's Choice article –– they bring a range of perspectives and backgrounds to the question of Section 203's constitutionality, and what if anything should be done about it. Stephen Shapiro, who writes with his co-author Dorothy Shapiro, served as Deputy Solicitor General in the Reagan Administration, argued Edgar v. MITE before the U.S. Supreme Court, and now runs one of the most prominent appellate litigation practices in the country. If there is anyone who understands the substantive constitutional law issue regarding Section 203, it is he. Joe Grundfest was a Commissioner at the SEC in the 1980s, was heavily involved in the debates leading to the enactment of Section 203, and has been a longtime professor at Stanford Law School. He brings an invaluable combination of historical perspective, academic analysis, and practicality to the table. Vice Chancellor J. Travis Laster sits on the Delaware Court of Chancery, which plays referee to many of the takeover contests in which Section 203 is a relevant factor. His perspective from the bench is a welcome addition to the mix. Professor Larry Hamermesh of Widener University School of Law and Norm Monhait of Rosenthal, Monhait & Goddess, P.A. are (respectively) the past and current chairs of the Council of the Corporation Law Section of the Delaware bar. They are the choosers, and thus the intended audience for the amendments proposed in Delaware's Choice. I am grateful to all of these commentators for their thoughtful insights.
Keywords: Delaware, Journal, Corporate, Law, Subramanian, Guhan, Delaware's Choice, Section 203
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