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#DEXIT: As Companies Leave Delaware, Texas to Become Premiere Destination for Business Incorporations

The Lone Star State isn’t just open for business – it’s setting the gold standard. With a $2.6 trillion economy, 52 Fortune 500 headquarters calling our state home, and being crowned the Best Business Climate in the Nation, we are pushing the boundaries for endless innovation and flourishing businesses. For the 13th consecutive year, we’ve won the Governor’s Cup for the most economic development projects, proving that no other state matches our momentum. As our economy soars, we’re also leading in public policy that further strengthens our pro-business environment.

 

Meanwhile, as corporations are fleeing Delaware in what can only be described as a #DEXIT, Texas stands to capitalize on an opportunity to attract even more business incorporations.

 

The recent introduction of SB 29, championed by Senate State Affairs Chairman Sen. Bryan Hughes and Representative Morgan Meyer through HB 15 in the Texas House, will serve yet another catalyst for growth, ensuring Texas becomes the unrivaled ‘Headquarters of Headquarters.’

 

This critical legislation would amend the Texas Business Organizations Code (BOC) to provide greater certainty and clarity in corporate decision-making reviews, strengthening the Texas-sized magnet pulling business enterprises from across the nation and globe to incorporate here.

 

Earlier this week, I had the privilege of testifying before the Texas Senate Affairs Committee as well as the Texas House Committee on Judiciary & Civil Jurisprudence, where I highlighted the immense economic advantages and business opportunities the legislation will unlock:

 

Watch my testimony before the Texas Senate State Affairs Committee on Monday in support of SB 29:



Watch my testimony before the Texas House Committee on Judiciary & Civil Jurisprudence on Wednesday in support of HB 15:



The bottom line? Delaware has dropped the ball. With Texas’ long-standing pro-business environment, we are seizing the moment to capitalize on their missteps – codifying our business judgment rule and shielding incorporated businesses from costly, frivolous litigation.

 

SB 29 and HB 15 are all about supercharging Texas' already business-friendly environment, building on our favorable incorporation laws and specialized business courts. This bill sets its sights on making Texas the premier destination for legal incorporation. The proposed amendments to BOC will clarify how our courts review corporate decisions – fortifying businesses against opportunistic legal claim and ensuring their choices are safeguarded.

 

Paired with our pro-business atmosphere and new Texas Business Court system, this bill sends a resounding message to companies – especially those fleeing regulatory landmines in Delaware and California: Texas is the place to be. As businesses flock to re-incorporate in the Lone Star State, we will experience a job-creating, innovation-driven future that will keep Texas firmly entrenched atop the economic ladder.

 

Just last week, Governor Greg Abbott emphasized the importance of this moment to harnessing the full potential of Texas’ pro-business regulatory climate in a column for the Wall Street Journal:

 

“Businesses domiciled in Delaware have a choice to make. They can stay and be subjected to increasingly unpredictable theories of liability. Or, like Americans before them, they can come to Texas. Unlike Delaware, the Lone Star State is open for business.”

 

“In 2023, I signed a law establishing the Texas Business Court—the state’s first new court system in more than half a century—to specialize in corporate governance disputes, derivative actions and complex commercial transactions… Texas’ Supreme Court, where any business appeals may ultimately land, is second to none.”

 

As businesses thrive in a jurisdiction that has their back, Texas can effectively crush restrictive legal hurdles and slash regulatory burdens, keeping us at the forefront of economic prosperity and solidifying our position as the best business environment in the galaxy.

 

As Texans for Lawsuit Reform (TLR) Chairman Dick Weekley said following the introduction of SB 29 and HB 15:

 

“This critical legislation will further solidify Texas as the nation’s leader in business and economic development—and will draw even more companies to Texas, empowering them to create jobs and continue the Texas Miracle. TLR applauds Senator Hughes and Chairman Meyer for their strong leadership and for their commitment to business excellence in the state.”

 

The Texas Association of Businesses (TAB) champions pro-business legislation like SB 29 and SB 15, which cements Texas as the ultimate destination for business domestication. This bill delivers unmatched legal protection that will ease concerns from Delaware and other states looking to drown businesses in bureaucratic red tape. This bill positions Texas as the go-to "legal home" for businesses — a far more reliable alternative to Delaware, whose laws have grown inconsistent and unpredictable.

 

TAB commends Chairmen Hughes and Meyer for their steadfast leadership in championing this important legislation that doesn’t just sustain growth, but supercharges it. We look forward to setting an even higher standard as the nation’s premier destination for business incorporations.

 

-       Glenn Hamer, President & CEO, Texas Association of Business


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