Regulators and Rule Makers
Delaware Court of Chancery
The new chief judge of the Delaware Court of Chancery is, like his predecessors, expected to adhere to tradition. “The court’s role is traditional,” Leo E. Strine Jr. told a New York Times reporter in June shortly after he was sworn in as chancellor of the most powerful business court in the United States. “The core concept of the Delaware court is, what are the fiduciary duties that directors owe to shareholders? Markets are dynamic, the core concept is constant.”
Strine is the 21st chancellor since the court was established in Delaware in 1792 to provide a more balanced judgment for equity cases than less-sophisticated common-law courts—previously the state’s only alternative to its courts of statutory law. (Common plea and equity courts apply principles, while statutory courts apply laws.) Today, Delaware’s Court of Chancery is a rarity. All states have courts of law, but only a few—Arkansas, Delaware, Mississippi, New Jersey and Tennessee— have chancery courts as well.
No other state court impacts business law to such a profound degree. While Delaware’s size is disproportionate to its dominance of American business law, in fact, Delaware was a latterday convert to the chancery model. Other states formed equity courts in the pre-Revolutionary period under the supervision of royal governors, which later led to questions about their independence. Delaware’s timing just three years after ratification of the U.S. Constitution and the election of President George Washington assured that its court would be seen as independent, and it thrived while other chancery courts were abandoned. As a result, the Delaware Chancery Court is based on a unique body of law dating back 200 or more years in corporate dealings and disputes. For other states looking longingly at Delaware’s dominance in business law, there appears to be no catching up.
Prior to being confirmed as chancellor, Strine had served as a vice chancellor since 1998. He graduated magna cum laude from the University of Pennsylvania Law School, and received his bachelor’s degree summa cum laude from the University of Delaware.
The NACD Directorship 100:
Corporate Governance Hall of Fame Class of 2011
NACD 2011 Public Company Director of the Year and B. Kenneth West Lifetime Achievement Award Winners
Sam Glasscock III was sworn in as vice chancellor in August after having served as master in chancery for 12 years. Glasscock was appointed to fill the vacancy created by the ascension of Strine to chancellor. He received a BA in history from the University of Delaware in 1979, a JD from Duke University in 1983 and a master’s degree in marine policy from the University of Delaware in 1989.
J. Travis Laster was sworn in as vice chancellor in 2009. Laster received his AB summa cum laude from Princeton University and his JD and MA from the University of Virginia, where he served on the Virginia Law Review and was a member of the Order of the Coif.
Donald F. Parsons became a vice chancellor in 2003. He is a 1977 graduate of the Georgetown University Law Center and received a BS in electrical engineering from Lehigh University.
A vice chancellor since 2000, John W. Noble holds a BS magna cum laude in chemical engineering from Bucknell University and a JD cum laude from the University of Pennsylvania Law School. He served as a federal district court law clerk and then practiced with Parkowski, Noble & Guerke in Dover, Del.
The Delaware Supreme Court
Like the Chancery Court, the Delaware Supreme Court has a worldwide reputation for rendering concise opinions concerning corporate law, which generally (but not always) grant broad discretion to corporate boards of directors and officers. The Supreme Court consists of a chief justice and four justices who are nominated by the governor and confirmed by the Delaware State Senate. Justices are appointed for 12-year terms. Myron T. Steele is the seventh Chief Justice of the Delaware Supreme Court. His term ends May 26, 2016. He presides with Justices Carolyn Berger (July 2018), Randy J. Holland (May 27, 2023), Jack B. Jacobs (June 4, 2015) and Henry duPont Ridgely (July 22, 2016).
Before his appointment as Chief Justice, Steele was a Supreme Court Justice from 2000 to 2004 and a vice chancellor of the Court of Chancery from 1994 to 2000. Steele graduated from the University of Virginia (BA, foreign affairs, 1967) and the University of Virginia School of Law (JD, 1970; LLM, 2005). He served on active duty in the U.S. Army and retired as a colonel in the Delaware Army National Guard. Before being appointed to the bench, he was a litigation partner in Prickett, Jones & Elliott of Wilmington and Dover. He also served as outside counsel, director and chairman of the Central Delaware Health Care Corp. In addition to his judicial activities, Steele has been appointed to the Judicial Conference Committee on Federal-State Jurisdiction by U.S. Supreme Court Chief Justice John Roberts.
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Many thanks for this wonderful honor – just a small detail, despite the ravages of the financial crisis, CalPERS fund alone stands at $220 billion, so the $150 billion total in the article should be more like “well over $350 billion in combined assets”. Thank you again! Anne (one of several here!)