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Corporation Law For Officers And Directors
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Book Synopsis Liability of Corporate Officers and Directors by : William E. Knepper
Download or read book Liability of Corporate Officers and Directors written by William E. Knepper and published by MICHIE. This book was released on 1978 with total page 922 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book discusses how directors and officers can limit and protect against personal liability for corporate acts. Conflict of interest, class actions, liability of third persons, SEC regulatory actions, indemnification and contribution, and other relevant issues are addressed in the work.
Book Synopsis Directors' and Officers' Liability, 1986 by : Practising Law Institute
Download or read book Directors' and Officers' Liability, 1986 written by Practising Law Institute and published by . This book was released on 1986 with total page 1086 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Corporation Law for Officers and Directors by : William James Grange
Download or read book Corporation Law for Officers and Directors written by William James Grange and published by . This book was released on 1940 with total page 944 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Corporation Procedure by : Thomas Conyngton
Download or read book Corporation Procedure written by Thomas Conyngton and published by . This book was released on 1927 with total page 1510 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Representing Corporate Officers, Directors, Managers, and Trustees by : Marc J. Lane
Download or read book Representing Corporate Officers, Directors, Managers, and Trustees written by Marc J. Lane and published by Wolters Kluwer. This book was released on 2010-09-17 with total page 1484 pages. Available in PDF, EPUB and Kindle. Book excerpt: As a result of numerous recent corporate and accounting scandals, corporate officers, directors, managers, and trustees now face a host of new problemsand—ranging from a blizzard of new legislation, rules, and responsibilitiesand—to increased SEC oversight, new NYSE and NASDAQ listing standards, new fiduciary and other duties, and crushing new criminal penalties. Representing Corporate Officers, Directors, Managers, and Trustees tells you what to look for...what to look out for...and what steps to take to protect your corporate clients in todayand’s harsh regulatory environment. Itand’s the only up-to-date work of its kind to offer both in-depth analysis and practical guidance on every key aspect of this critically important area. This completely updated Second Edition thoroughly covers: Directorsand’ duty of careand— including the different standards which have been imposed on directors regarding the duty of care...the duty of loyalty...the business judgment rule... when directors are entitled to rely on the advice of others...improperly influencing audits under the Sarbanes-Oxley Act... improper distributions...and more. Conflicts of interestand—with examples of conflict of interest transactions, and discussion of loans to or by directors and officers...secret profits...and the duty to safeguard confidential or inside informationand— plus, how certain transactions considered improper can be ratified and thus become legitimate. Federal securities lawsand—including everything from overviews of the laws, the SEC, and securities themselvesand— to jurisdiction, pleading, remedies, and defenses in securities cases... the new criminal penalties...and attorneysand’ responsibilities regarding liability under Sarbanes-Oxley. Indemnification and insuranceand— with discussion of mandatory and permissive indemnification and the scope of indemnification in various states... when a director may be indemnified even if not wholly successful in defense of anaction...directorsand’ and officersand’ liability insurance...types and extent of insurance coverage...tax law treatment...and exclusions. Tender offersand—including antitakeover measures, two-tier and squeeze-out mergers, and golden parachute agreements, poison pill plans, and greenmail...potential liability in tender offers...and implementing mergers and acquisitions, with securities law, antitrust, tax, accounting, and labor law considerations.
Book Synopsis Representing Corporate Officers and Directors and LLC Managers [formerly Representing Corporate Officers, Directors, Managers, and Trustees], 3rd Edition by : Lane
Download or read book Representing Corporate Officers and Directors and LLC Managers [formerly Representing Corporate Officers, Directors, Managers, and Trustees], 3rd Edition written by Lane and published by Wolters Kluwer. This book was released on 2018-12-19 with total page 1588 pages. Available in PDF, EPUB and Kindle. Book excerpt: Representing Corporate Officers and Directors and LLC Managers, Third Edition (formerly titled Representing Corporate Officers, Directors, Managers, and Trustees) is a guide to the practical aspects of corporate governance for attorneys, corporate officers and directors, LLC managers, and trustees. Following the repercussions of past corporate and accounting scandals, new legislation, rules, and standards by governmental bodies and society have greatly increased the focus on the responsibilities and liabilities of directors, officers, managers, and trustees. Increased SEC oversight, new NYSE and NASDAQ listing standards, new cybersecurity compliance guidance, new fiduciary and other duties, and new criminal penalties have all changed the landscape for those who control corporations. By logically laying out the steps to safe corporate governance, the analysis, cases, tables, and checklists guide the veteran and neophyte alike. Representing Corporate Officers and Directors and LLC Managers tells you what to look for...what to look out for...and what steps to take to protect your corporate clients in today's harsh regulatory environment. It's the only up-to-date work of its kind to offer both in-depth analysis and practical guidance on key aspects of this critically important area. This updated Third Edition thoroughly covers: Directors' duties of care and loyalty-- including the different standards which have been imposed on directors regarding the duty of care...the duty of loyalty...the business judgment rule... when directors are entitled to rely on the advice of others...improperly influencing audits under the Sarbanes-Oxley Act... improper distributions...and more. Conflicts of interest--with examples of conflict of interest transactions, and discussion of loans to or by directors and officers...secret profits...and the duty to safeguard confidential or inside information-- plus, how certain transactions considered improper can be ratified and thus become legitimate. Federal securities laws--including everything from overviews of the laws, the SEC, and securities themselves-- to jurisdiction, pleading, remedies, and defenses in securities cases... criminal penalties...and attorneys' responsibilities regarding liability under Sarbanes-Oxley. Indemnification and insurance-- with discussion of mandatory and permissive indemnification and the scope of indemnification in various states... when a director may be indemnified even if not wholly successful in defense of an action...directors' and officers' liability insurance...types and extent of insurance coverage...tax law treatment...and exclusions. Tender offers--including antitakeover measures, two-tier and squeeze-out mergers, and golden parachute agreements, poison pill plans, and greenmail...potential liability in tender offers...and implementing mergers and acquisitions, with securities law, antitrust, tax, accounting, and labor law considerations.
Book Synopsis Marsh's California Corporation Law by : Harold Marsh
Download or read book Marsh's California Corporation Law written by Harold Marsh and published by Wolters Kluwer. This book was released on 1999-12-01 with total page 5960 pages. Available in PDF, EPUB and Kindle. Book excerpt: This authoritative research tool covers all aspects of California corporate law and practice, providing clear, reliable guidance to the laws, legislative history, and major case law holdings, as well as the authors' well-known expertise and advice on approaching and understanding key corporate transactions. There is no better source on how to handle all key corporate transactions, from corporate formation and governance to takeovers and bankruptcies. Completely current, there is full coverage and insightful, expert analysis of all the critical new issues affecting California corporate law practice, including: What are the various business entities available in California?What are the methods and issues involved in forming those entities?What are the particular benefits of, and restrictions on, using a Limited Liability Company in California?What are the issues involved in financing a California corporation?What are the fiduciary duties imposed upon directors, officers, and controlling shareholders of California corporations?How do you provide notice and hold meetings of directors and shareholders of California corporations?What are the restrictions imposed upon officers and directors in the operation of California corporations?Under what circumstances can a California corporation pay a dividend or make a distribution of property to its shareholders?What are the issues involved in acquiring California corporations, whether by merger, purchase of stock, or purchase of assets?How and under what circumstances can a California corporation be dissolved?What are the issues and requirements faced by a foreign corporation conducting business in California?
Book Synopsis The Law of Corporate Officers and Directors by : Joseph Warren Bishop
Download or read book The Law of Corporate Officers and Directors written by Joseph Warren Bishop and published by . This book was released on 1982 with total page 1560 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Corporation Law by : William James Grange
Download or read book Corporation Law written by William James Grange and published by . This book was released on 1964 with total page 392 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis The Principles of Corporation Law by : William Wilson Cook
Download or read book The Principles of Corporation Law written by William Wilson Cook and published by . This book was released on 1925 with total page 904 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Maryland Corporation Law by : James J. Hanks, Jr.
Download or read book Maryland Corporation Law written by James J. Hanks, Jr. and published by Wolters Kluwer. This book was released on 1995-12-31 with total page 1376 pages. Available in PDF, EPUB and Kindle. Book excerpt: Maryland Corporation Law is the only current treatise covering all aspects of Maryland corporation law and practice, providing authoritative guidance to the statutes, legislative history, and relevant cases, and is frequently cited by judges and lawyers as the authoritative source in the field. More New York Stock Exchange-listed companies are formed under Maryland law than any state except Delaware. This authoritative volume gives subscribers a thorough background to the Maryland General Corporation Law (The 'MGCL'), including: formation of a corporation; the conduct of a corporation's internal affairs; liability and protection of directors and officers;voting and other rights of stockholders; mergers; charter amendments; and dissolution of a corporation. Maryland Corporation Law also discusses derivative actions, corporate opportunity, successor liability and takeover defenses. In addition, there is a separate chapter devoted exclusively to Maryland real estate investment trusts. Maryland Corporation Law also provides the complete up-to-date text of the MGCL and related statutes, and includes a forms section, prepared by the author, containing many Maryland specific forms. Recent additions include topics such as: Corporations - Distributions, Mergers, Appraisal Rights and Articles Supplementary Investment Companies - Series Funds, Transfer of Assets Directors and Stockholders - Meetings, Notices, and Consents A newly added chapter on Maryland business trusts Recent cases decided by the Court of Special Appeals of Maryland, the United States Court of Appeals for the Fourth Circuit and the United States District Court for the District of Maryland
Book Synopsis The Business Judgment Rule by : Dennis J. Block
Download or read book The Business Judgment Rule written by Dennis J. Block and published by . This book was released on 1988 with total page 782 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Folk on the Delaware General Corporation Law by : Edward P. Welch
Download or read book Folk on the Delaware General Corporation Law written by Edward P. Welch and published by Wolters Kluwer. This book was released on 2013-12-23 with total page 4980 pages. Available in PDF, EPUB and Kindle. Book excerpt: Because Delaware corporate law has virtually become national corporate law, its statutes and cutting-edge case law regarding corporations and alternative business entities have attracted practitioners nationwide to look to Delaware as the place of formation for corporations and other business entities. The definitive section-by-section guide to the country's most important corporate law, the Sixth Edition of Folk on the Delaware General Corporation Law is the place to turn for accurate, up-to-date, authoritative coverage of the Delaware statute. Its uniquely logical code section organization with penetrating and extensively annotated commentary brings you the best in: Effective strategies and options for specific business decisions and activities under the statute Detailed analysis of each key statutory provision and judicial decision Coverage of all the major cases, many of them unreported and unavailable in any other source Analysis organized by code section, with incisive and extensively annotated commentary Because it is a widely accepted authority in the field, Folk on the Delaware General Corporation Law is regularly cited by courts in states other than Delaware. Its section-by-section coverage makes it easy to quickly find the complete law text and analysis, including astute commentary on recent legislation and the most significant cases (including unreported opinions) with special attention to the more complex areas of practical concern.
Book Synopsis Folk on the Delaware general corporation law by : Edward P. Welch
Download or read book Folk on the Delaware general corporation law written by Edward P. Welch and published by Wolters Kluwer Law & Business. This book was released on 2006 with total page 4958 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Protecting the Corporate Officer and Director from Liability by : William J. Carroll
Download or read book Protecting the Corporate Officer and Director from Liability written by William J. Carroll and published by . This book was released on 1969 with total page 224 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Responsibilities of Corporate Officers and Directors by : N. Peter Rasmussen
Download or read book Responsibilities of Corporate Officers and Directors written by N. Peter Rasmussen and published by Aspen Publishers. This book was released on 2010 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Responsibilities of Corporate Officers and Directors under FederalSecurities Law alerts board members and management to their personalduties and liabilities under the federal securities laws. From the vast bodyof federal laws, rules, administrative interpretations, and court decisionsdealing with securities offerings and transactions, those of particularinterest to corporate officers and directors as individuals are discussedhere. The materials focus on the Securities Act of 1933 and theSecurities Exchange Act of 1934, as well as pertinent provisions of theInvestment Company Act of 1940.The 2010 -2011 Edition includes new discussion of the following:Dodd-Frank Wall Street Reform and Consumer Protection ActShareholder access to proxiesSEC enforcementRecent case law on fraud liabilityProxy disclosure concerning Chairman-CEO role, hedging arrangements,compensation consultants
Book Synopsis Representing Corporate Officers and Directors by : Marc J. Lane
Download or read book Representing Corporate Officers and Directors written by Marc J. Lane and published by Aspen Law & Business. This book was released on 2005 with total page 500 pages. Available in PDF, EPUB and Kindle. Book excerpt: Thanks To The numerous recent corporate and accounting scandals, corporate officers and directors now face a host of new problems ranging from a blizzard of new legislation, rules, and responsibilities, To increased SEC oversight, new NYSE and NASDAQ listing standards, new fiduciary and other duties, and crushing new criminal penalties. Representing Corporate Officers & Directors tells you what to look for ... what to look out for ... And what steps to take to protect your corporate clients in today's harsh regulatory environment. This unique new guide helps you to: Keep on top of the avalanche of legislation, rules, regulations, and case decisions affecting corporate officers and directors Strengthen corporate defenses: bylaws, procedures, insurance coverage, and more Limit officer/director exposure to liability Avoid costly fines and criminal penalties and anticipate and counter shareholder claims in addition, this comprehensive guide helps you to: Determine what types of officer and director liability are limited by the corporation's state of incorporation Add or strengthen indemnity clauses to corporate bylaws Weigh the premium costs of new or increased coverage against expected benefits Review limitations on the tax deductibility of self-insured indemnity payments Prepare officers and directors to avoid the dangers of conflict of interest, taking corporate opportunities, and receiving unreasonable compensation or other illegal payments and closely analyze the applicable laws, court decisions, and regulations, such as Section 11 of the Securities Act of 1933, if a securities offering is planned Protect your officers and directors with the most comprehensive, up-to-date, and instantly useful guide in its field -- an invaluable resource for every attorney with corporate officer and director clients.
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