Two Courts of Equity: Comparing Delaware’s Chancery Court and New Jersey’s Chancery Division
The comparison between the Delaware Court of Chancery and the New Jersey Chancery Division is particularly relevant to attorneys involved in complex business litigation. Both jurisdictions maintain highly respected equity courts that play a central role in resolving complex business disputes. Both courts are courts of equity with deep historical roots in Anglo-American jurisprudence, and both play an important role in resolving disputes involving fiduciary obligations, corporate governance, and other matters where equitable remedies are required.
Yet despite those similarities, the two courts operate in very different institutional and jurisprudential environments. Delaware’s Court of Chancery is widely recognized as the nation’s leading forum for disputes involving publicly traded corporations and corporate governance, while the New Jersey Chancery Division functions as a broader equity court within a unified judicial system and stands as one of the most capable and versatile equity courts in the country. For business litigators, the comparison between the two systems highlights not only important procedural differences, but also the particular strengths that make New Jersey an exceptionally effective forum for equitable relief in a wide range of commercial disputes.
At their core, both courts exercise traditional equitable jurisdiction. Historically, courts of chancery developed to address matters where legal remedies were inadequate. As a result, both the Delaware Court of Chancery and the New Jersey Chancery Division routinely issue injunctions, impose constructive trusts, grant specific performance, and fashion other equitable remedies designed to address complex disputes. In business litigation, this equitable authority frequently arises in cases involving shareholder disputes, partnership conflicts, closely held business dissolution, fiduciary breaches, and disputes over corporate control. In both jurisdictions, litigants often seek injunctive relief to prevent irreparable harm or to preserve the status quo while the underlying dispute is resolved.
Despite these shared equitable foundations, the institutional design of the Delaware Court of Chancery differs markedly from that of the New Jersey Chancery Division. Delaware maintains a specialized court devoted almost exclusively to business and corporate disputes. The Court of Chancery consists of a Chancellor and Vice Chancellors who are appointed based on their expertise in corporate and commercial law. Because a significant percentage of publicly traded companies are incorporated in Delaware, the court regularly addresses high-stakes matters involving mergers and acquisitions, shareholder derivative actions, fiduciary duty claims, and corporate governance disputes. As a result, Delaware has developed an extraordinarily sophisticated and influential body of corporate jurisprudence that often guides courts across the country.
New Jersey’s Chancery Division, by contrast, is part of the state’s unified Superior Court and encompasses several distinct parts, including the General Equity and Probate Part and the Family Part. While the General Equity Part hears many business disputes particularly those involving closely held companies, partnership disputes, restrictive covenant enforcement, and requests for injunctive relief, its docket is broader than Delaware’s specialized court. In addition to business litigation, the New Jersey Chancery Division addresses matters involving real property disputes, probate issues, trust litigation, guardianships, nonprofit governance, and other equitable controversies. Consequently, although New Jersey judges frequently develop substantial experience in commercial disputes, their dockets are not exclusively devoted to corporate law.
Another significant distinction lies in the availability of juries. The Delaware Court of Chancery is a purely equitable tribunal and does not conduct jury trials. Cases are decided by the Chancellor or Vice Chancellor after a bench trial or evidentiary hearing. This structure allows for highly specialized judicial decision-making and often produces detailed written opinions that contribute to the development of Delaware corporate law. In New Jersey, however, the procedural landscape is somewhat more flexible. While the Chancery Division itself does not conduct jury trials, many business disputes seeking primarily legal remedies may be transferred to the Law Division, where jury trials are available. As a result, the determination of whether a case proceeds in the Chancery Division or the Law Division often depends on whether equitable or legal relief predominates.
Procedural culture also differs between the two jurisdictions. Delaware’s Court of Chancery is widely known for its ability to resolve urgent corporate disputes on an expedited basis. Because corporate transactions frequently involve tight timelines, such as contested mergers, proxy fights, or takeover battles, the court has developed procedures that allow for extremely rapid litigation schedules. Temporary restraining orders, preliminary injunction hearings, and even full trials can occur within weeks when circumstances demand. New Jersey courts are also capable of issuing emergent relief, and the Chancery Division routinely hears applications for temporary restraints and preliminary injunctions. However, the broader nature of the court’s docket and the structure of the state judiciary generally result in a litigation pace that is less specialized toward high-velocity corporate disputes.
The two courts also differ in the scope and influence of their jurisprudence. Delaware corporate law has become the dominant body of corporate governance law in the United States, largely because a majority of large public companies are incorporated in Delaware. Decisions of the Delaware Court of Chancery and the Delaware Supreme Court on appeal therefore have national significance. Cases addressing fiduciary duties, director independence, shareholder derivative litigation, and merger review standards are frequently cited by courts throughout the country. New Jersey Chancery decisions, while highly respected and often sophisticated in their equitable analysis, tend to focus more on disputes involving closely held companies, partnerships, and regional business conflicts rather than nationwide corporate governance issues.
Nevertheless, New Jersey’s Chancery Division plays a critical role in business litigation within the state. Many disputes involving privately held enterprises particularly family-owned companies and professional practices are resolved there. The court frequently addresses issues such as minority shareholder oppression, dissolution of closely held corporations, enforcement of operating agreements, and fiduciary breaches among partners or members of limited liability companies. Because these disputes often require equitable remedies and careful judicial oversight, the Chancery Division provides a flexible forum capable of crafting tailored solutions that preserve businesses while protecting the rights of the parties involved.
Another practical distinction concerns forum selection and corporate structure. Delaware’s prominence stems largely from its status as the preferred state of incorporation for American businesses. Companies often choose Delaware not only for its corporate statute but also for the predictability of its judicial decisions. New Jersey companies, however, frequently operate as closely held entities organized under New Jersey law, and disputes involving those companies naturally arise in the New Jersey courts. For practitioners, this means that the strategic considerations governing forum selection can differ significantly depending on the nature of the entity, the governing corporate documents, and the relief sought.
New Jersey has also developed a specialized Complex Business Litigation Program (CBLP) within the Law Division. This program was designed to provide focused judicial management of sophisticated commercial disputes that primarily seek monetary damages rather than equitable relief. Cases involving shareholder disputes, business torts, trade secrets, partnership conflicts, and other significant commercial matters may be assigned to judges specially designated to handle complex business litigation. These judges manage discovery intensively, address complicated motion practice, and oversee cases that frequently involve substantial financial stakes and voluminous records. While the program provides a degree of specialization similar to the chancery court, it remains part of the Law Division, meaning that jury trials remain available where legal claims predominate.
As a result, the existence of the Complex Business Litigation Program creates an additional layer of forum analysis within New Jersey that does not exist in Delaware. A business dispute in New Jersey may proceed in the Chancery Division if the primary relief sought is equitable, such as an injunction, dissolution, accounting, or other equitable remedy. Conversely, if the case is principally one for damages, even though it involves complex corporate or partnership issues, it may be assigned to the Complex Business Litigation Program (CBLP) in the Law Division. In practice, this means that New Jersey business litigation is divided between an equity forum and a specialized damages-oriented commercial program, depending largely on the nature of the relief requested.
In the end, both the Delaware Court of Chancery and the New Jersey Chancery Division represent modern expressions of the historic equity tradition. Each court possesses broad authority to fashion equitable remedies and to resolve complex disputes that cannot be adequately addressed through monetary damages alone.
Ultimately, the comparison between the Delaware Court of Chancery and the New Jersey Chancery Division reflects two different models of equitable adjudication. Delaware excels in disputes involving publicly traded corporations and national corporate governance issues. New Jersey, by contrast, offers a flexible and integrated forum capable of addressing the full spectrum of equitable disputes that arise in modern commercial life. Its ability to combine equitable tradition, procedural efficiency, and pragmatic judicial oversight makes the New Jersey Chancery Division one of the most versatile and effective equity courts in the United States. Appreciating these differences allows practitioners to better evaluate litigation strategy, forum selection, and the equitable remedies available in each jurisdiction.
Hon. Edward A. Jerejian, P.J.Ch. (Ret.), Chair of the Alternative Dispute Resolution practice at Cleary Giacobbe Alfieri Jacobs, LLC, serves as a mediator and arbitrator in complex civil, chancery, and matrimonial matters. During his judicial tenure, he served with distinction for nearly two decades in the New Jersey Judiciary, including as Presiding Judge of the Bergen County Chancery Division General Equity and Probate Part. Since his retirement from the bench, Judge Jerejian has been a frequent lecturer on business torts and civil litigation strategy.
His recent presentations include webinars; Litigating Financial Fraud, (January 2026), and Tortious Interference with Contract and Prospective Economic Advantage: A Judicial Perspective, (July 2025). He was also an invited speaker at the USLAW National Conference, at the Broadmore, in Colorado Springs, Co, (September 2025), where he presented From the Bench to the Defense Table: A Judicial Perspective on Today’s Civil Defense Landscape.