Cardozo Law Review
Article Title
Selective Flexibility: The Hidden Evolution of Startup Corporate Law
Abstract
This Article challenges the longstanding assumption that corporate law is largely irrelevant to non-listed companies and venture capital (“VC”). Through a novel cross-country legal index covering twenty years and twelve jurisdictions, this Article shows that corporate laws have evolved through a process of “selective flexibility,” where certain legal barriers to VC deals are lifted, while others are stealthily preserved. For example, numerous reforms have enabled multiple-vote shares, but few have authorized the customization of board powers, limiting the universe of founder-investor agreements—and, ultimately, the development of startup ecosystems and VC markets.
This paper has been withdrawn.