Is Delaware More Than A Corporate Cut-Out? Its Elected Officials Don’t Seem to Think So
The following is a departure from my usual historical research and archival content – but related to it, insofar as I am attempting to puzzle through why Delaware’s political economy has produced elected officials so eager to aid, rather than oppose, mortal threats to American democracy.
The federal constitution that Delaware was first to ratify in 1787 is no longer in effect. That doesn’t seem to worry Delaware’s leaders, though. In word and deed, they seem much more concerned with Elon Musk’s feelings.
Since inauguration day 2025, Congress’s constitutionally-designated control over spending has been nullified. Instead, South African investor Elon Musk and his underage minions have been busy stealing private data and public cash from one federal agency after another. President Donald Trump has okayed this crime spree through a stream of unconstitutional proclamations, cutting off funds for cancer research, law enforcement, air traffic control, and dozens of other critical services – while banning any speech or research that uses keywords found on the official MAGA censorship list. Trump has also installed new political commissars, under Musk’s direction, in every department. Court orders mandating a stop to these flagrantly illegal actions have had no effect.
In short, alleged ketamine enthusiast Elon Musk and his junior partner president, Donald Trump, have declared that there is only one branch of government: them. L’État, c’est DOGE.
Amid this obvious and flagrant coup, Delaware’s elected federal officials are difficult to find. Even compared to the median opposition party member’s tepid efforts, Senators Coons and Blunt Rochester and Representative McBride are striking in their absence from public view. If you are able to reach their offices by phone – good luck, the lines are busy, leave a message – staffers repeat vague statements of concern, and bland praise for bipartisan civility. They have taken no meaningful action, however.
Doing nothing is bad enough, but the Delaware state government is actively campaigning for worse – collaborating to open a second front of the new business plot against America. Explaining why requires taking a bit of a long view…
Since the early 20th-century, Delaware has been the official residence of choice for business entities seeking easy registration, light fees, and a pliable, circumspect, and pointedly incurious government. Further, since the 1980s, Delaware law – through black-letter legislation and court precedents – has bent itself to the task of enforcing an extreme Friedmanite orthodoxy on American corporations (“The Social Responsibility of Business is to Increase its Profits.”) In combination, this means that Delaware is the proximate reason why the relentless maximization of stockholder wealth has become the sine qua non of modern American corporate capitalism. Corporate directors and executives can be sued – and lose – if they can’t prove their decisions put stockholders’ wealth first, last, and only.
Curiously, the gospel of shareholder primacy has not been greeted as good news by the current class of robber barons. A cohort of oligarchs who double-dip as head managers and major investors have chafed when they’ve received pushback in Delaware courts for filling their pockets with private side deals instead of filling their pockets and stockholders’ pockets, simultaneously. And that pushback – gentle, partial, and oddly principled though it might be – has left them seething.
More specifically: in response to recent lawsuit losses, emerald mine heir Elon Musk and other like-minded techbros have mounted a furious propaganda attack against the legitimacy of Delaware law. (The particular target of their ire are the jurists of the Chancery Court, the primary venue for most corporate cases – and importantly, led by a woman). Last year Delaware’s General Assembly replied to these public tantrums with a hasty revision of the Delaware General Corporation Law. As is customary in Delaware, this critical amendment bill was drafted in secret, by a select committee of a local lawyers group, the Corporation Law Section of the Delaware State Bar Association. Less usually (though not unprecedentedly), the amendments overturned Chancery Court decisions, cutting against decades of precedent to restrict stockholders’ rights. The new law destroyed the pretense of judicial independence and expertise – which was the point, of course – and was intended as a peace offering to the addled billionaires, a balm to soothe their frenzied anger and calm any advanced irritation afflicting other corporate directors.
Alas, bullies are greedy and rarely satisfied, and so attacks on Delaware have only increased since. Musk et al. have been recruiting other tech CEOs to “DExit,” i.e. remove their formal business registrations from Delaware to other, redder states. Still just a trickle, this movement could be a big deal for the state’s budget, if it turns into a flood: 30-40% of annual state revenues come from the various fees and taxes collected from the businesses registered to, but not operating in, Delaware. This windfall, and its attendant benefits, is collectively known as “the franchise.”
Now, MAGAfied billionaires’ bleating threats have provoked panic in the Diamond State. It is not just a matter of the state budget: threats to public revenues also threaten the private profits of law firms and business service companies who act as oligarchs’ local agents. The Delaware State Chamber of Commerce has been particularly shrill in its alarm, claiming that by failing to immediately jump as high as particular outside business leaders demand, Delaware will kill the “golden goose.”
So far, the new administration of Governor Matt Meyer agrees – and has been leaping as Lord Elon demands. Despite some early tough talk about protecting Delawareans from Washington’s assaults, former corporate lawyer Gov. Meyer has executed an about face, going on an abject apology tour. To any business reporter who will listen, he has promised to “reform” Delaware’s courts to appease temperamental corporate executives, telling Business Insider that “[i]t’s really important we get it right for Elon Musk or whoever the litigants are in Delaware courts.”
In Meyer’s new dispensation, Delaware can’t just be bought: it’s a fire sale, with deep discounts for the loudest and worst people in the world.
The leaders of the General Assembly have been less visible in their appeasement, but seemingly just as eager to fall in line. Since the new session has opened, they’ve done nothing to respond to any of the Trump/Musk regime’s attacks on Delaware’s residents or its institutions, and pulled bills that might have offered some protection.
Their capitulation last year to corporate demands has opened the door to other bullies, too. Spotlight Delaware reports that regional “nonprofit” healthcare monopolist ChristianaCare has filed suit in the Court of Chancery opposing the weak and watered-down cost control law passed last year. ChristianaCare argues that cost reviews would erode “the integrity and viability of the (Delaware) corporate franchise.” Making healthcare more affordable would kill the golden goose, you see – so it can’t be done.
Seen in the fuller light of Delaware’s political economy, the gormless abdication of responsibility by Delaware’s members of Congress is less surprising. How could they be expected to move bravely to counter a revanchist coup, when they’ve built whole careers in a state dedicated to fulfilling every billionaires’ unhinged whim?
For over a century, Delaware has benefited from the fact that nowhere else in the country has a ruling elite more willing to give outside oligarchs what they want, when they want it, and fast. From a certain angle, our corporate law, and the “the franchise” it spawned, has indeed been a goose that lays golden eggs. It has made some lawyers, some lobbyists, and some business service executives quite rich; and it’s allowed generations of voters, legislators, and governors to avoid hard choices. You can see why no one wants to upset the goose.
But geese are jerks. And now Delaware’s specific, special goose – the unelected billionaire goose – is burning down our house, while our family sleeps inside.
Might it be time to cook that goose, instead? The alternative is to be cooked, ourselves. Golden eggs aren’t worth much when your democracy is dead, even in Delaware.
IMAGE
Jani Kantokoski, “House on Fire,” https://www.pexels.com/photo/house-on-fire-25490565/
“Goose Attack,” Wikimedia, https://commons.wikimedia.org/wiki/File:Goose_attack.jpg
Dael A. Norwood 
