GOVERNOR MEYER SIGNS SB21, STRENGTHENING DELAWARE’S CORPORATE LAW
March 27, 2025
New Legislation Ensures Delaware Remains the Top Destination for Business Incorporations with Enhanced Governance and Transparency
DOVER — Governor Matt Meyer has signed Senate Bill 21 into law, reinforcing Delaware’s standing as the premier hub for U.S. and international business incorporations. The landmark legislation, passed with bipartisan support, aims to strengthen the state’s corporate governance framework by clarifying key rules that promote equitable, transparent, and efficient oversight.
During the signing ceremony, Governor Meyer commended lawmakers for the swift passage of SB21 and emphasized the bill’s critical role in maintaining Delaware’s global reputation as a corporate haven. “Delaware is the best place in the world to incorporate your business, and Senate Bill 21 will help keep it that way by enhancing clarity and predictability while balancing the interests of stockholders and corporate boards,” Governor Meyer said.
File Photo: Exterior view of legislative Hall Thursday. Jan. 17, 2019, at Legislative Hall in Dover, DE. Photo Saquan Stimpson
He also acknowledged the collaborative effort behind the legislation, extending his gratitude to Secretary of State Patibanda-Sanchez, Lieutenant Governor Kyle Evans-Gay, Senator Bryan Townsend, House Speaker Melissa Minor-Brown, Representative Krista Griffith, Senate Minority Leader Gerald Hocker, and House Minority Leader Tim Dukes for their leadership and bipartisan commitment.
Beyond bolstering Delaware’s corporate law, Governor Meyer highlighted the wider impact of SB21 on the state’s economy. Corporate franchise fees represent over one-third of Delaware’s annual budget, contributing approximately $2.2 billion. These funds are essential for supporting public services such as education, affordable housing, and infrastructure improvements.
Why SB21 Matters
Senate Bill 21 codifies important governance protocols aimed at enhancing corporate decision-making. Key provisions include:
•Independent Oversight of Conflict Transactions: The bill formalizes procedures that allow independent decision-makers to review and approve transactions that may pose conflicts of interest—a longstanding request from business leaders seeking greater clarity.
•Enhanced Stockholder Rights: SB21 also refines the framework for stockholder access to corporate books and records, balancing transparency with protections against excessive or frivolous demands.
Delaware’s corporate dominance is underscored by its numbers. With 2.2 million registered entities—more than twice the state’s population—and 81% of U.S. IPOs choosing Delaware for incorporation last year, the state plays a pivotal role in the national and global business ecosystem.
The bipartisan passage of SB21 reflects Delaware’s unified commitment to preserving its competitive edge while promoting responsible corporate governance.
For additional information or to request a one-on-one interview with Governor Meyer, please contact Mila Myles at mila.myles@delaware.gov.