Primary Sources

Statutes

In the U.S., each of the individual states has authority to enact and publish laws concerning corporations Such laws typically cover the creation, organization, and dissolution of a corporation.

STATE CORPORATION STATUTES/ALL STATES

STATE CORPORATION STATUTES-DELAWARE ONLY

STATE CORPORATION STATUTES EACH STATE


FEDERAL CORPORATION-Related STATUTES/ FEDERAL SECURITIES STATUTES

CORPORATION STATUTES/ UNIFORM ACTS and a MODEL ACT

  • Uniform Partnership Act In 1914, the National Conference of Commissioners on Uniform State Laws developed a model statute on partnership, to replace the common law concept of partnership. More than half of the states of the U.S. have now adopted a revised version of this Uniform Act. Database link via MORRIS.
  • The Revised Uniform Partnership Act More than half of the states of the U.S. have now adopted a revised version of this Uniform Act. Database link via MORRIS.
  • The Uniform Limited Liability Company Act The National Conference of Commissioners on Uniform State Laws, belatedly, in 1995, approved a Uniform Limited Liability Company Act. The Uniform Act co-opts earlier statutes enacted by big states, so only smaller states have adopted the Uniform Act.

    Hardcopy only.
  • Model Business Corporation Act “Recognized as the most comprehensive reference interpreting corporate law in every state. Structured around the complete text of the Revised Model Business Corporation Act, this multi-volume set provides authoritative answers on all aspects of corporate existence—including information, operation, powers and responsibilities of directors and officers, issuance of stock, shareholders’ rights, mergers and dissolutions.” Published by Committee on Corporate Laws, ABA Section of Business Law.

    Hardcopy only:

Case Law

State cases

State cases interpret state statutes covering corporate matters, and they can be found states’ court reporters.

The West Digest system can provide access to individual state cases. In hardcopy or online, annotated state statutory codes can provide access to individual state cases that interpret particular state statutory provisions.

State courts opinions can be found, in hardcopy,  on the Lower East Side of the Yale Law Library, shelved alphabetically by state. (KFA; KFC; KFD, etc.), except that Connecticut cases are shelved in the Reading Room with that state’s statutes and other Connecticut materials.

Two major legal databases permit the researcher to focus on corporate law cases specifically:

WESTLAW NEXT

LEXIS ADVANCE

Federal or State cases

Federal or state cases can be targeted in your search in Westlaw and/ or  LEXIS, and therefore, Delaware cases can be a focus, if you choose.

WESTLAW NEXT

LEXIS ADVANCE

Cases/class actions

Regulations

State regulations (all states including Delaware)

You must register.

Once registered and online, then select the “Securities” tab.

Contains state regulations. Hit the blue REGULATIONS link on the main page.

The result is a page with a link to each state, as well as one link to federal regulations.

Delaware Regulations

Federal Regulations

U.S. FEDERAL REGULATIONS/ Official online publication/PDF

  • FEDERAL REGISTER This link takes you to the official online version of Federal       Register, which is a daily chronological publication.

This online version is retrospective to 1994.

Securities regulations and proposed regulations appear here, officially, before they appear in commercial hard-copy and online sources.

  • e-CODE of FEDERAL REGULATIONS Current to within 2-3 days, but no historicregulations are included. It is not an official legal edition of the CFR, even though it appears as an official U.S.      government webpage with a U.S. government url.

Title 17 contains the subject arrangement (codification) of federal securities regulations.

Retrospective to 1996.

Do read the blue-linked “About the Code of Federal Regulations (annual edition)” for        guidance as well as information.

U.S. FEDERAL REGULATIONS/Non-Official Commercial Publication 

  • FEDERAL REGISTER This link takes you to the official online version of Federal Register, which is a daily chronological publication.
  • e-CODE of FEDERAL REGULATIONS Current to within 2-3 days, but no historic regulations are included. It is not an official legal edition of the CFR, even though it appears as an official U.S. government webpage with a U.S. government url.
  • CODE OF FEDERAL REGULATIONS This link takes you to the official online CFR of the U.S. government.

U.S. FEDERAL REGULATIONS/Non-Official Commercial Publication

Hard copy on the 5th floor: KF 1436. 5.C6

Database contains digitized Federal Securities Law Reporter (see above).


Regulations. These regulations are best found by using the CFR index, which is available in print as well as on Westlaw. Because of the significance of Delaware law in this area, we have also included references to the Code of Delaware Regulations.