United States corporate law regulates the
governance,
finance and
power of
corporations in
US law. Every
state and territory has its own basic corporate code, while
federal law creates minimum standards for trade in company shares and governance rights, found mostly in the
Securities Act of 1933 and the
Securities and Exchange Act of 1934, as amended by laws like the
Sarbanes-Oxley Act of 2002 and the
Dodd-Frank Act of 2010. The
US Constitution was interpreted by the
US Supreme Court to allow corporations to incorporate in the state of their choice, regardless of where their headquarters are. Over the 20th century, most major corporations incorporated under the
Delaware General Corporation Law, which offered lower corporate taxes, fewer shareholder rights against directors, and developed a specialized court and legal profession.
Nevada has done the same. Twenty-four states follow the
Model Business Corporation Act, while
New York and
California are important due to their size.