Despite Coinbase departure, only 28 companies left Delaware this year

Elon Musk is pushing hard for companies to exit Delaware and rejoin elsewhere, following his companies’ lead Tesla’s and SpaceX. coinbase It became the latest company to make this leap and announced this week that it was moving its founding state from Delaware to Texas.

Despite Musk declaration “Delaware continues to hemorrhage corporations,” leaving those leaving the state a distinct minority.

Only 28 companies have left the state this year, according to the Delaware Department of State. Meanwhile, data shows that as of the end of September, 249,214 new entities were formed in Delaware this year; This number increased by 14% compared to the same period in 2025.

Musk’s decision to relocate his companies follows a Delaware Court of Chancery decision that ordered Tesla to cancel the CEO’s 2018 pay package worth about $56 billion. Musk asked the Delaware State Supreme Court to reverse that decision, and the matter is currently on appeal.

Andreessen Horowitz, the venture firm that financed Musk’s takeover of Twitter and financed Coinbase, later issued a scathing critique, urging the companies to merge outside Delaware. this summerHe argues that Delaware has too much “legal uncertainty” due to recent judicial decisions. The company was founded in Nevada.

Coinbase CEO Brian Armstrong and Marc Andreessen are currently facing a problem case The sale of shares in Coinbase is tied to the crypto company’s 2021 IPO in Delaware.

Other notable names who announced they will be leaving Delaware this year include: Dillard’s, Dropbox, roblox and fintech company ConfirmIt was founded by Max Levchin, who, along with Musk, is part of the PayPal mafia.

Nearly all of the companies that left Delaware were reincorporated in Nevada. Coinbase and Dillard’s said they would go to Texas. Simon Real Estate Group chose indiana. President Donald Trump’s social media company Trump Media and Technologyhe said it would happen Floridathe president’s hometown.

Benjamin Edwards, associate dean of the Boyd School of Law at the University of Nevada, Las Vegas, said one of the reasons Nevada appeals to corporations is that corporate law clearly spells out when executives or board members are held liable if bad things happen on their watch.

“If you do something wrong and you know it was wrong when you did it, that’s when you take liability in Nevada,” Edwards said.

Still, Delaware dominates the incorporation market.

Last year, Delaware was home to more than 2.1 million entities, saw 289,810 new business entities form in the state, and attracted 81.4% of U.S. IPOs, up from 79% between 2022 and 2023. Edwards said he expects Delaware’s number to hover around 75% this year.

Delaware’s appeal stems in part from its flexible corporate rules and expert judicial system, where the state is seen as balancing the rights of directors and shareholders.

“Our business-friendly environment has been built over decades and is based on laws and courts that respect the good faith decisions of directors and officers, providing investors with appropriate protections against fraud and breach of trust while enabling efficient decision-making that meets the needs of modern businesses operating in a dynamic environment.” he said. Delaware Secretary of State Charuni Patibanda-Sanchez said in an email.

MetaThe state, which considered seceding from Delaware earlier this year, remained in the state after the legislature, encouraged by Democratic Gov. Matt Meyer, rushed to amend corporate laws. The SB21 bill was prepared by a group of academics and lawyers from the law firms representing Meta and Musk.

WRISTWATCH: Coinbase moves its organization from Delaware to Texas