History of corporate law in the United States

The United Kingdom required a legislative charter for incorporation until passage of the Joint Stock Companies Act 1844.

State enactment of corporation laws, which was becoming more common by the 1830s, allowed companies to incorporate without securing the adoption of a special legislative bill.

However, given the restrictive nature of state corporation laws, many companies preferred to seek a special legislative act for incorporation to attain privileges or monopolies, even until the late nineteenth century.

In 1819, the U.S. Supreme Court granted corporations rights they had not previously recognized in Trustees of Dartmouth College v. Woodward.

It also refers to a law enabling a certain type of corporation, such as a railroad, to exercise eminent domain and other special rights without a charter from the legislature.

This helped make Delaware increasingly an attractive places for businesses to incorporate holding companies, through which they could retain control over large operations without sanction under the Sherman Act.

AA Berle , with coauthor Gardiner Means , wrote The Modern Corporation and Private Property in 1932, as a response to the Wall Street crash . They gathered evidence that in modern corporations directors had become too unaccountable, requiring New Deal law reforms.