McRitchie Case: Compliance with Law as Corporate Responsibility
This post marks two years since the Delaware Court of Chancery’s decision in McRitchie, a leading and highly detailed case on corporate purpose. It first reviews the case, its background, and the court’s holdings, and then focuses on its central contribution: a fundamental rethinking of corporate purpose. The decision rejects both shareholder primacy and corporate social responsibility (CSR), and instead grounds corporate responsibility in compliance with positive law.