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Business and Corporate Law

The materials in this guide are designed to familiarize you with the major resources in Business and Corporate Law.

Federal Statutory Law

Title 15 of the United States Code mostly governs business and corporate law at the federal level.

Use the annotated versions of the United States Code available on Westlaw Edge (USCA) and Lexis+ (USCS) for research on the corporate/ transactional law. Annotated versions of the codes provide the actual text of the statute in addition to commentary, summaries of judicial decisions, regulations, and attorney general opinions relating to that statute. You will also find citations to secondary sources that discuss the  statute.

  • U.S. Code Annotated (USCA): Available on Westlaw Edge
  • U.S. Code Service (USCS): Available on Lexis+

Versions of the United States Code are also available via the following sources:

  • The official print version is located on the 4th floor of the law library: KF62 .A2.
  • Govinfo: PDF electronic code provided by the Office of the Law Revision Counsel of the U.S. House of Representatives; efforts have been made for accuracy, but website cautions that if you are using the code for legal research, you should verify results against the printed version of the code provided by the GPO (above).
  • House of Representatives (includes laws passed cumulatively though a particular session of Congress).
  • HeinOnline [Off-campus access requires login with UNC credentials].

Selected Important Legislation

Important federal statutes related to business and corporate law are listed below. Be sure to check the U.S. Code for amendments to session laws.

Name of Legislation

Public Law

Statutes at Large 

Date Passed

Codified at

Securities Act of 1933

73-22

48 Stat. 74

May 24, 1933

15 U.S.C § 77

Securities Exchange Act of 1934

73-291

48 Stat. 881

June 6, 1934

15 U.S.C § 78

Trust Indenture Act of 1939

76-253

53 Stat. 1149

August 3, 1939

15 U.S.C § 77aaa et seq.

Investment Company Act of 1940

76-768 (Title I- Investment Companies)

54 Stat. 789

August 22, 1940

15 U.S.C § 80a

Investment Advisers Act of 1940

76-768 (Title II- Investment Advisors)

54 Stat. 847

August 22, 1940

15 U.S.C § 80b

Sarbanes-Oxley Act of 2002

107-204

116 Stat. 745

July 30, 2002

15 U.S.C § 7201 et seq.

Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010

111-203

124 Stat. 1376

July 21, 2010

12 U.S.C § 5301 et seq.

North Carolina Statutory Law

The North Carolina Business Corporation Act (NCBCA), based upon the Model Business Corporation Act, is codified in Chapter 55 of the North Carolina General Statutes and available via the North Carolina General Assembly's website (unofficial). 

Additionally, Chapters 57, 59, and 66 of the North Carolina General Statutes govern nonprofit corporations, limited liability companies, partnerships, and general commerce and business in North Carolina.

Annotated versions of the North Carolina General Statutes are useful because these versions provide citing references to relevant cases, regulations, historical notes and other secondary sources.

  • General Statutes of North Carolina Annotated KFN7430 1943 .A24 (also available electronically via Lexis+) is the official version published by Lexis.
  • West's North Carolina General Statutes Annotated KFN7430 1943 .A241 (also available electronically via Westlaw Edge) is the unofficial annotated version of the general statutes published by Thomson Reuters (West).

For additional information regarding North Carolina legislation, visit our research guide titled North Carolina Statutes, County and Municipal Ordinances and Administrative Rules.

Delaware Statutory Law

Delaware is particularly important in business and corporate law, as many corporations are incorporated in the state. Title 8 of the Delaware Code contains the Delaware Corporate and Business Entity Laws.

Research Note: Use an annotated version of the Delaware code for researching corporate/transactional law. The Delaware Code Annotated is available on Westlaw Edge and Lexis+. Annotated codes provide the actual text of the statute in addition to commentary, summaries of judicial decisions, regulations, and attorney general opinions relating to that statute. You will also find citations to secondary sources that discuss the statute.

Chapter 1 – General Corporation Law (DGCL)

  1. Subchapter I. Formation
    • § 101 Incorporators; how corporation formed; purposes.
    • § 102 Contents of certificate of incorporation [Effective until Aug. 1, 2019]
    • § 103 Execution, acknowledgment, filing, recording and effective date of original certificate of incorporation and other instruments; exceptions.
    • § 104 Certificate of incorporation; definition.
    • § 105 Certificate of incorporation and other certificates; evidence.
  2. Subchapter II. Powers
  3. Subchapter III. Registered Office and Registered Agent
  4. Subchapter IV. Directors and Officers
  5. Subchapter V. Stock and Dividends

Chapter 5 – Corporation Franchise Tax

Chapter 6 – Professional Service Corporations