The Failure of the Delaware Business Trust Act as the New Corporate Law

Abstract

The Internet transcends boundaries and time, reduces and shifts the cost of receiving and disseminating information. It poses unusual pressures of change on the common law. Internet jurisprudence demonstrates the vitality of the common law, yet highlighted its limitations. The Article describes how the common law addresses Internet issues and the relationship of judicial cases and congressional actions. The Article praises common law system of "muddling through," evolving piecemeal, addressing particular conflicts, not always uniformly nor predictably. This is lawmaking for the risk-averse, reducing the risk and cost of correcting big mistakes. The price: higher learning costs and fewer clear, bright-line and predictable laws. It is worth it.

JEL Classification: K2