ACLU Sues Over Corporate Voting Rights
Source: US Embassy in Chile via Wikimedia Commons
Corporate interests suffuse our political processes—a fact that we live with, happily or not. We tend to think of business interests manifesting in donations and costly lobbying. These methods are aimed at influencing a vote or decision: the popular vote, a legislator’s vote, a governor’s veto or signature. What we perhaps encounter less frequently are instances of direct participation by corporations in voting itself.
This is not the case in parts of Delaware, where certain municipalities allow corporations to vote. Charters for three towns—Henlopen Acres, Dagsboro, and Fenwick Island—grant artificial entities voting rights in general municipal elections. [1] Each town uses similar language to do so: the charters afford property owners, whether “a natural person or artificial entity” [2], suffrage. Fenwick Island and Dagsboro give examples of artificial entities, listing partnerships, associations, corporations, and LLCs, whereas Henlopen Acres leaves “artificial entity” up to interpretation. What is clear from all three charters, though, is that they intend to enfranchise corporate entities which own property within their jurisdictions.
Without a one-person, one-vote provision, artificial entity suffrage would quite possibly invite rampant election fraud. In 2018, the Newark Post reported that a property manager voted thirty-one times in a local referendum election—once via each LLC they controlled. [3] Voting laws in Newark, Delaware had allowed one vote per property-owning artificial entity, regardless of who controlled the entity. The Newark referendum passed overwhelmingly, alleviating concerns that said property manager materially influenced the outcome, but there is no doubt that Newark served as a cautionary tale for its neighbors.
Fenwick Island, Henlopen Acres, and Dagsboro each have one-person, one-vote provisions. To vote as the representative of an artificial entity in Fenwick Island, for example, one must obtain a valid power of attorney for the entity. [4] Henlopen Acres and Dagsboro similarly require some written form of legal authorization to be filed with the municipality. [5] Unlike Newark, a single person cannot purchase a series of properties via LLC and vote “as” each LLC—there is no voting advantage to, for instance, living in Dagsboro and controlling an LLC that owns a rental property.
While these three towns have closed the Newark loophole by instituting one-person, one-vote provisions, the ACLU of Delaware finds such provisions to be oxymoronic. After all, these towns’ one-person, one-vote provisions still allow non-persons, or artificial entities, to vote. In a complaint filed against the town of Fenwick Island in December 2025, the ACLU of Delaware alleged that enfranchising corporations in general municipal elections violated the Elections Clause of the Delaware Constitution. [6] The ACLU takes the position that allowing artificial entities to vote dilutes qualified citizens’ votes. [7] Citing language from the Delaware Constitution and election statutes, the ACLU argues that state law is intended to protect human votes, which is incompatible with allowing an influx of artificial entity votes. [8]
Unlike Newark, where there was no discernible impact on the outcome of the referendum, Fenwick is a smaller town with low voter turnout. The complaint alleges that in 2024, 12% of registered voters were artificial entities. [9] Of the 214 registered artificial entities, 109 voted in the 2024 Town Council election. [10] The lowest-placing winner of the election won by fifty-five votes. The ACLU points out that the artificial entities could have had a material impact on this election. [11]
Throughout its complaint, the ACLU describes these nonresident voters as artificial entities—a savvy move, particularly when artificial intelligence is striking fear into the hearts of many. Particularly in Delaware, where LLCs can be filed anonymously, and where there is no requirement that corporations divulge their voting histories, the specter of (publicly) nameless, faceless artificial entities changing the tides of local elections may be deeply unsettling. But there is a person behind each entity here —a person who either resides in Fenwick Island and chooses to vote via their corporation instead of their own personhood, or a person who resides elsewhere and controls a corporation that owns property in Fenwick Island. It is the second of these configurations which likely appears more concerning: the nonresident whose interests in municipal elections are purely corporate, who has no stake in day-to-day town affairs.
Nonresident voting is uncommon in the United States, but not unheard-of. Connecticut allows nonresidents who are liable to the town for at least $1,000 to vote at town meetings. [12] According to the National Conference of State Legislatures, nine other states allow nonresident voting in special district elections. [13] While the ACLU might make the case that those nine states’ nonresident voting provisions are narrowly tailored to the nature of the special district elections (i.e. that qualified nonresidents have a particularly strong interest in those elections), the mere existence of these nonresident voting schemas complicates the ACLU’s approach to nonresident voting in Fenwick Island. It is not obvious that allowing nonresident voting is per se illegal vote dilution.
The fact remains that Fenwick Island’s artificial entity enfranchisement could cause a flood of nonresident votes. The charter does not require a property owner to own a certain amount or value of land to qualify. It is then quite possible to imagine a single property being owned jointly by twenty different LLCs—or maybe 100 different ones. If each LLC is controlled by a different nonresident, then all twenty nonresidents would ostensibly be able to vote in Fenwick Island elections. It is easy to imagine in a situation like this how town residents’ votes would be substantially diluted. Interestingly, though, the data cited by the ACLU revealed that only about 50% of the eligible artificial entities voted in the 2024 election. [14] It appears that the ACLU is making a facial challenge to Fenwick Island’s charter, which may negate the value of these statistics. However, to the extent that the ACLU has an interest in arguing active or imminent voter dilution, these statistics may not be terribly powerful.
Fenwick’s response is due on February 16, 2026, and the docket notes that the court expects the response to be a motion to dismiss. [15] Until we receive a ruling from the court, we are left to speculate as to the strength of either side’s arguments. Whatever happens in this case, we can expect it to set the tone for neighboring towns with similar voter qualification laws.
Charter of Henlopen Acres; Charter of Dagsboro; Charter of Fenwick Island.
Charter of Fenwick Island.
https://www.newarkpostonline.com/news/million-capital-referendum-draws-broad-support-from-newark-voters/article_6dd997d6-64df-5c1e-88b0-88837b796009.html.
Charter of Fenwick Island.
Charter of Henlopen Acres; Charter of Dagsboro.
American Civil Liberties Union of Delaware v. The Town of Fenwick Island, Superior Court of the State of Delaware, Case No. S25C-12-003 CAK, Complaint p. 6.
Id. at 7.
Id. at 8.
Id. at 10.
Id. at 4-5.
Id. at 5.
Conn. Gen. Stat. § 7-6.
https://www.ncsl.org/elections-and-campaigns/voting-by-nonresidents
American Civil Liberties Union of Delaware v. The Town of Fenwick Island, Complaint p. 4-5.
American Civil Liberties Union of Delaware v. The Town of Fenwick Island, Superior Court of the State of Delaware, Case No. S25C-12-003 CAK, Docket no. BL-16.
