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Corporate Political Speech, Political Extortion, and the Competition for Corporate Charters

64 Pages Posted: 8 Jun 2003 Last revised: 9 Dec 2014

Robert H. Sitkoff

Harvard Law School


This article explores the policy bases for, and the political economy of, the law's long-standing discrimination against corporate political speech. This Article also explores the relevance of state law regulation of corporate political speech to the competition between the states for corporate charters. In the process, implications for the current political debate over soft money and the current academic debates over enacting an optional federal corporate takeover law regime and creating a securities law regulatory competition are noted. The underlying aim of this Article is to bring to bear on the relevant policy debates a shift in focus from the shareholder/manager agency relationship to the agency relationship between lawmakers and society. The Article draws on the contractarian view of the firm, the economic theory of regulation, and the study of public choice.

Notes: Former title: Corporate Political Speech and the Competition for Corporate Charters

Keywords: Corporate Political Speech, Political Extortion, Economic Theory of Regulation, Tillman Act, Delaware, Corporate Governance, Regulatory Competition, Managers, Shareholders, Takeovers, Agency Costs

JEL Classification: K22, H11, K22, G34, M14

Suggested Citation

Sitkoff, Robert H., Corporate Political Speech, Political Extortion, and the Competition for Corporate Charters. Northwestern Public Law Research Paper No. 02-7; Northwestern Law & Econ Research Paper No. 02-4. Available at SSRN: or

Robert H. Sitkoff (Contact Author)

Harvard Law School ( email )

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