Delaware is the most commonly selected jurisdiction for the formation of Special Purpose Vehicles (SPVs), primarily due to its well-established legal framework, particularly the Delaware Limited Liability Company Act (Delaware Act). The Delaware Act is widely regarded as the statute of choice for sophisticated ventures organized as LLCs, especially for deals involving parties from multiple states. The Delaware Act offers flexibility and strong freedom of contract, allowing for provisions such as the elimination of certain fiduciary duties in the operating agreement. Additionally, the Delaware Court of Chancery, which has jurisdiction over disputes related to the internal affairs of Delaware LLCs, is considered the leading business court in the United States.
Read more: https://www.americanbar.org/groups/business_law/resources/business-law-today/2017-july/from-the-uniform-law-commission/