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Company Law In The European Union And The United States: A Comparative Analysis Of The Impact Of The Eu Freedoms Of Establishment And Capital And The U.S. Interstate Commerce Clause, Christoph Allmendinger

William & Mary Business Law Review

Since the decision of the European Court of Justice in the Centros case, it has become popular in company law to draw comparisons between the United States economic constitution and the Single European Market. Since then, fears of a European “Delaware Effect,” which would create a “race to the bottom,” have hounded the debate on European company law. In this discussion, however, the unique constitutional framework of both the EU and the U.S. is seldom regarded. This constitutional framework, nevertheless, determines the behavior of both the legislators at state level and the market participants. This Article compares the impact of …