Finance Professor at @SMUCox | Law Faculty at @SMULawSchool♦ Corporate Director ♦ Expert Witness on Corporate Governance ♦ Former M&A Investment Banker
Dallas, TX
Joined July 2009
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Shane Goodwin, PhD retweeted
Nearly $100 billion in market capitalization just moved onto the Texas Stock Exchange this morning to become our first primary corporate listings.
Welcome to TXSE, @EnergyTransfer, Sunoco LP, and @usacompression.
Shane Goodwin, PhD retweeted
Retail investors should be heard. And @Tesla is proud to create practical tools to empower their voice.
sec.gov/rules-regulations/no…
Shane Goodwin, PhD retweeted
Over at Linkedin, I write about a recent Delaware decision awarding $950,000 for the settlement of claims that even the plaintiff conceded were, at the time of approval, "worthless."
linkedin.com/feed/update/urn…
Shane Goodwin, PhD retweeted
“All of us stand under trees we didn’t plant.”
At Leaders on Leadership, The Beck Group CEO Fred Perpall joined @ShaneGoodwin, executive director, SMU Corporate Governance Initiative to reflect on the mentors who shaped him, and how leaders can pave the way for others.
Shane Goodwin, PhD retweeted
TODAY🚨: The SEC proposed rescinding Rule 14a-8, which exceeds the scope of the agency's statutory authority and intrudes into matters of state law.
The SEC also proposed amendments to Rule 14a-4(c) to provide companies with greater flexibility and shareholders with greater control regarding proposals for which a company may seek discretionary proxy voting authority.
Shane Goodwin, PhD retweeted
In episode 253 of #LegalBytes, the official podcast of Cummings & Cummings Law, attorney and CPA Chad D. Cummings reviews a recent analysis by Shane Goodwin, PhD (@ShaneGoodwin) of the SMU Dedman School of Law (@SMULawSchool) and SMU Cox School of Business (@SMUCox) applying Moore's framework of early adoption to the continuing (and escalating) #DEXIT trend. youtu.be/1rWtMWbxDO0
Shane Goodwin, PhD retweeted
DExit
Or how to create franchise-tax savings of over a quarter billion USD.
One rogue judge ...
You can't make this up.🤦♀️
We can't thank @elonmusk enough to have launched the DExit movement. Now we even have the price tag.
Thanks @ShaneGoodwin
𝗧𝗼 𝗗𝗲𝗹𝗮𝘄𝗮𝗿𝗲’𝘀 𝗰𝗿𝗶𝘁𝗶𝗰𝘀: 𝗮 𝗹𝗶𝘁𝘁𝗹𝗲 𝗴𝗿𝗮𝘁𝗶𝘁𝘂𝗱𝗲, 𝗽𝗹𝗲𝗮𝘀𝗲.
𝗪𝗲 𝗼𝘄𝗲 𝘁𝗵𝗲 𝘀𝘁𝗮𝘁𝗲 𝗮 𝗾𝘂𝗮𝗿𝘁𝗲𝗿-𝗯𝗶𝗹𝗹𝗶𝗼𝗻-𝗱𝗼𝗹𝗹𝗮𝗿 𝘁𝗵𝗮𝗻𝗸-𝘆𝗼𝘂. Delaware has done more for shareholder value than it gets credit for. 𝗜𝘁 𝗷𝘂𝘀𝘁 𝗱𝗶𝗱 𝗶𝘁 𝗯𝘆 𝗵𝗼𝗹𝗱𝗶𝗻𝗴 𝘁𝗵𝗲 𝗱𝗼𝗼𝗿.
Across 60 completed departures since June 2024, our model puts the present value of future franchise-tax savings at approximately $252 million, after tax and the modeled Nevada fees.
Delaware made that calculation possible. It supplied the expense.
Read the article: linkedin.com/pulse/has-delaw…
Explore the calculations: tracker.smucgi.org/value/
SMU Corporate Governance Initiative: smucgi.org/
@ShaneGoodwin @SMUCox @SMULawSchool
ALT A thank-you card addressed to Delaware beside the headline “Credit where credit is due.” Text reads “For creating over a quarter-billion dollars of shareholder value,” with the qualifier “Estimated present value of future tax savings.”
Shane Goodwin, PhD retweeted
This is one of the more interesting data points to come out of the DExit wave.
Index funds supported 91% of the shares they voted on Texas reincorporations, versus 21% for Nevada.
That suggests the market for corporate law is becoming much more sophisticated than “Delaware vs. everyone else.” Large institutions are clearly distinguishing among the alternatives based on the actual governance framework each state is offering.
That’s exactly what state competition is supposed to produce: different models, real tradeoffs, and investors voting on them.
The gap is big enough that boards considering reincorporation should pay attention.
Texas or Nevada? Index funds backed 91% of the shares they voted on Texas reincorporations — and 21% on Nevada moves. Every fund vote on 46 reincorporation proposals (2024–2026), from SEC filings. Full deck: tracker.smucgi.org/texas-or-… #DExit #CorporateGovernance
Shane Goodwin, PhD retweeted
I spy @JillCastilla 👀
Economic growth is again the north star of our policies at home and our leadership on the world stage.
Highlights from Day 1 of the Finance Ministers and Central Bank Governors Ministerial in Asheville, North Carolina, led by @SecScottBessent.
Shane Goodwin, PhD retweeted
Dallas-Fort Worth surpasses LA, enters top five for technology jobs dallasnews.com/business/econ…
Shane Goodwin, PhD retweeted
🚨 NEW DATA: SMU now puts $5.2 TRILLION of market value into the corporate reincorporation wave.
Its updated Reincorporation Index now tracks 102 U.S. issuers that have moved, proposed to move, or reversed course on their state of incorporation since June 2024. 75 moves are already legally effective and 19 remain in progress. (SMU Corporate Governance Initiative)
The activity is overwhelmingly concentrated around the competition between Delaware, Texas and Nevada. Texas has captured most of the migrating market value, while Nevada leads by number of firms. (SMU Corporate Governance Initiative)
Corporate domicile is now a live strategic decision for boards across the public markets.
tracker.smucgi.org/
🚨 NEW DATA: SMU now tracks 82 public companies in the post-Tornetta Delaware-outbound reincorporation wave.
Of those, 40 are moving to Nevada and 28 to Texas. The broader Reincorporation Index now tracks 97 U.S. issuers that have completed, voted on or scheduled a change in state of incorporation, with the activity overwhelmingly concentrated since Tesla’s June 2024 vote. (SMU Corporate Governance Initiative)
Delaware’s competition is no longer anecdotal. It is showing up in the data.
@ShaneGoodwin
tracker.smucgi.org/
Shane Goodwin, PhD retweeted
SMU MAKES A STATEMENT IN THE OPENER 😤🔥
No. 11 @SMUVolleyball takes down No. 8 Texas A&M in straight sets!
#NCAAWVB
Shane Goodwin, PhD retweeted
🚨 NEW DATA: SMU now tracks 82 public companies in the post-Tornetta Delaware-outbound reincorporation wave.
Of those, 40 are moving to Nevada and 28 to Texas. The broader Reincorporation Index now tracks 97 U.S. issuers that have completed, voted on or scheduled a change in state of incorporation, with the activity overwhelmingly concentrated since Tesla’s June 2024 vote. (SMU Corporate Governance Initiative)
Delaware’s competition is no longer anecdotal. It is showing up in the data.
@ShaneGoodwin
tracker.smucgi.org/
Shane Goodwin, PhD retweeted
"Companies already answer for material omissions in what they tell investors. The firms whose advice can move those votes bear no comparable duty for the advice itself. States can close that gap by applying an enduring standard from the Supreme Court." |
- @mctoth & @ShaneGoodwin for @BLaw
Shane Goodwin, PhD retweeted
⚖️
Texas
Great article by @ShaneGoodwin
news.bloomberglaw.com/legal-…
Shane Goodwin, PhD retweeted
Texas is the land of opportunity. There’s no place like it. That’s why we passed SB 29, the DEXIT bill, which paves the way for more companies to choose Texas, bringing more jobs and greater opportunities for families.
Read more: economist.com/business/2026/…
Shane Goodwin, PhD retweeted
15+ public companies have approved or completed Texas reincorporation since spring 2024. “Y’all Street” is a live governance case study, and through the @SMU Corporate Governance Initiative, faculty helped shape @exxonmobil proxy debate. #YallStreet
smucox.biz/4nRrRlu
ALT A skyward look at the pillars of Dallas Hall on the campus of SMU.
Shane Goodwin, PhD retweeted
Prof. @ProfSautter and Prof. @ShaneGoodwin, were quoted in a recent Financial Times article, “ExxonMobil Texas move ignites battle over shareholder rights.”
Read More: ft.com/content/3ab7df53-af29…
Shane Goodwin, PhD retweeted
The Committee on State Affairs will meet June 23rd to investigate proxy advisors’ violation of Texas transparency law. Lieutenant Governor @DanPatrick has charged the Committee on State Affairs with monitoring the implementation of Senate Bill 2337, which brings transparency to the shadowy operations of proxy advisors.
Proxy advisors like Institutional Shareholder Services (ISS) and Glass Lewis hold positions of trust for their clients, and that trust is broken when the Proxy Advisors recommend votes that are based on politics, social issues, personal vendettas, or anything other than financial returns.
Why do proxy advisors believe it’s appropriate to give recommendations without showing whether the rationale for such advice is in the best interests of their clients? We’ll find out at our hearing. #txlege
Read more: senate.texas.gov/pressroom.p…
