Corporate Governance Guide 2011 — USA

The U.S. regulatory scheme applicable to public companies comprises a mix of state and national legislation, as well as the rules and regulations of quasi-governmental institutions such as stock exchanges. Because the majority of U.S. publicly-traded companies are incorporated in Delaware (more than 50% of all publicly-traded companies, and approximately 63% of the Fortune 500), this article focuses on Delaware corporations that have shares registered with the U.S. Securities and Exchange Commission under the U.S. Securities Exchange Act of 1934, and listed and traded on NYSE Euronext ("NYSE"), the world's largest equity market, and/or the Nasdaq Stock Market ("Nasdaq"), the other major U.S. exchange.

This chapter appeared in the 2011 edition of The International Comparative Legal Guide to: Corporate Governance; published by Global Legal Group Ltd, London.