Coinbase Ditches Delaware For Texas Over Legal Predictability Concerns – ‘It’s A Shame That It Has Come To This’

• The company announced its move from Delaware to Texas in a post on X.
• Grewal said Texas’ recent corporate law reforms, including Senate Bill 29, offer stronger governance protections.
• Recently, Elon Musk’s SpaceX also reincorporated from Delaware to Texas. 

Coinbase (COIN), the largest U.S.-based cryptocurrency exchange, announced on Wednesday that it is leaving Delaware and reincorporating in Texas.

In a post on X, the company simply announced that, “Bye Delaware, Hi Texas.” However, a more detailed op-ed by the company’s chief legal officer, Paul Grewal, in The Wall Street Journal hinted at a deeper divide.

He cited “unpredictable outcomes” in Delaware’s Chancery Court as the primary reason for the move. Grewal said Texas offers a more predictable legal environment and greater governance flexibility.

COIN’s stock gained more than 2% in the pre-market trade, with retail sentiment on Stocktwits trending in ‘bullish’ territory amid ‘normal’ levels of chatter over the past day. 

“It’s a shame that it has come to this, but Delaware has left us with little choice.” 

– Paul Grewal, Chief Legal Officer, Coinbase

Legal Predictability Drives The Move

Grewal explained that Delaware, long known for its efficient corporate courts and consistent rulings, has become less predictable in recent years. Legislative fixes have been attempted, but Coinbase said relying on ad hoc measures was insufficient for the company.

“Texas offers efficiency and predictability, in part thanks to recent corporate-law reforms that enhance governance flexibility and legal predictability,” he added, citing reforms such as Senate Bill 29 and the establishment of the Texas Business Court system.

Broader Corporate Trend

By relocating to Texas, Coinbase joins a growing number of crypto and technology firms seeking jurisdictions that combine regulatory clarity with judicial predictability. Recently, Elon Musk’s SpaceX also reincorporated from Delaware to Texas. 

“Delaware wasn’t always the go-to choice for companies. We’ve reached another inflection point in corporate law,” Grewal wrote. “The more states that can credibly attract companies, the better—and we’d like to see Delaware step up to stay in the mix. But as for Coinbase, you can find us in Texas.”

After years as the premier corporate hub, following New Jersey and New York, Delaware faces growing competition from Texas as companies seek new advantages.

Read also: CoreWeave Stock Slides After Guidance Cut — But Retail Traders Sniff ‘Generational’ Buying Opportunity

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