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Reforming The Law On Business Organizations
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Book Synopsis Reforming the Law on Business Organizations by : Peter H. J. Essers
Download or read book Reforming the Law on Business Organizations written by Peter H. J. Essers and published by . This book was released on 2011 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book is the result of a joint effort of researchers of Tilburg University's Center for Company Law (CCL). It concludes the former CCL research program Foundations and Developments of (Inter)national and European Business and Tax Law (2004-2009) and is the start of CCL's new program. Basic questions regarding business law and tax law are phrased and answered on the basis of concrete research results with respect to four different periods during the lifetime of an enterprise: establishing/choosing the legal form, financing, functioning, and reorganizing the business. The answers to these fundamental questions can be seen as building stones for enhancing entrepreneurship by means of reforming and simplifying relevant regulations in the field of business law and tax law.
Book Synopsis Business Organizations Law in Focus by : Deborah Bouchoux
Download or read book Business Organizations Law in Focus written by Deborah Bouchoux and published by Aspen Publishing. This book was released on 2020-09-14 with total page 888 pages. Available in PDF, EPUB and Kindle. Book excerpt: Business Organizations Law in Focus, Second Edition provides a thorough introduction to the key attributes, advantages, and disadvantages of every form of for-profit business organization in the United States, including: partnerships, limited liability companies, and corporations. The practice-oriented approach of the Focus Casebook Series elucidates the legal and practical aspects of business organizations through real-world scenarios that provide numerous opportunities for students to apply theory to practice and solidify their understanding of key concepts. Clear exposition and Case Previews support independent learning and focus case analysis. New to the Second Edition: Significantly more editing of cases with an eye towards making case excerpts shorter and more accessible to students. Expanded coverage of LLCs in Chapter 12, including a newly added case and related exercises addressing the primacy of the operating agreement in LLC governance and 2019 case and associated exercises highlighting LCC dissolution standards. Newly-added cases and exercises in Chapter 9 highlighting the continued evolution of Delaware’s Caremark corporate monitoring and oversight doctrine, including references to the Delaware Supreme Court’s recent decision in Marchand v. Barhill, 212 A.3d 805, 809 (Del. 2019) reversing the dismissal of Caremark claims against an ice cream manufacturer over allegedly persistent food safety issues, and the Chancery Court’s decision in Clovis Oncology, Inc. Derivative Litig., C.A. No. 2017-0222-JRS, 2019 WL 4850188 (OCT. 1, 2019) denying a motion to dismiss Caremark claims involving allegedly “serial non-compliance” with FDA protocols and regulations having to do with drug approval. An additional case in Chapter 10 that asks whether the “disrespectful and unfairly disproportionate treatment of a female shareholder by the male majority in a closely held corporation constitutes corporate oppression” pursuant to New York Business Corporation Law § 1104-a (a)(1). A new case in Chapter 10 in which shareholders of AmerisourceBergen—one of the world’s leading wholesale distributors of opioid painkillers—sought to exercise their inspection rights under DGCL § 200 to investigate whether the firm had engaged in wrongdoing in connection with the distribution of opioids. Additional and expanded references to Model Business Corporation Act (MBCA) standards across Chapters 8, 9, and 10, including expanded references to MBCA standards concerning director conflicting interest transactions, the corporate opportunity doctrine, and the MBCA’s universal demand rule for derivative actions. A new case in Chapter 3 addressing duties of loyalty and candor in the partnership context that invokes the Meinhard v. Salmon standard in a manner that is more accessible to students. Updated coverage of the proxy system and proxy regulation, securities offering rules and regs, and developments in insider trading law. New cases and “spotlight” sections that address a variety of timely issues, including “unicorns” (start-up businesses with a valuation of at least $1 billion), claims involving opioid manufacturers, and corporate governance matters involving #MeToo claims. Professors and students will benefit from: Features that engage students in applying theory to practice, such as Real-Life Applications, Application Exercises, and Applying the Concepts. Experiential exercises on drafting documents and preparing appropriate filings. An overview in Chapter One of the various forms of business organization and their key attributes, advantages, and disadvantages. An emphasis on contemporary principal cases and issues that resonate with today’s students and fuel class discussion. Clear exposition of legal principles means students can absorb assigned reading on their own, and professors don’t have to explain it from the lectern in class. Attention to attorney ethical issue and rules that commonly arise in the representation of business entities. The online ascii art generator can convert text to multiline text boxes. Try it now.
Book Synopsis Commentaries and Cases on the Law of Business Organization by : William T. Allen
Download or read book Commentaries and Cases on the Law of Business Organization written by William T. Allen and published by Aspen Publishers. This book was released on 2017-04-10 with total page 721 pages. Available in PDF, EPUB and Kindle. Book excerpt: Buy anew versionof this Connected Casebook and receiveaccessto theonline e-book, practice questionsfrom your favorite study aids, and anoutline toolon CasebookConnect, the all in one learning solution for law school students. CasebookConnect offers you what you need most to be successful in your law school classes - portability, meaningful feedback, and greater efficiency.This looseleaf version of the Connected Casebook does not come with a binder. The extraordinary authorship of William A. Allen and Reinier Kraakman provides a unique real-world perspective to Commentaries and Cases on the Law of Business Organization. Logical and flexible organization allows for chapters to be taught in any order to accommodate alternative teaching approaches. Rich commentary in the form of explanatory notes facilitates teaching and understanding. Careful case selection and editing presents both classic and important recent cases. An economic-analysis perspective is made accessible through clear and consistent explanatory text. Examples, hypotheticals, and diagrams illustrate conceptual and theoretical models. The text can easily be used in a Business Organization course with a focus on corporate law. The Teacher's Manual includes detailed guidance for structuring the course, case analyses, and answers to questions raised in the book. Features: New chapter on basic finance and valuation concepts that updates materials from earlier editions Extensively revised chapter on the corporate voting system which addresses the success of several governance reforms Updated discussion of the duty of loyalty including Delaware benefit corporations and the demise of Emerald Partners II Up-to-date and authoritative commentary on the Delaware case law A presentation centered on the principal-agent problem, which gives students a functional framework for understanding both statutory law and judicial decisions CasebookConnectfeatures: ONLINE E-BOOK Law school comes with a lot of reading, so access your enhanced e-book anytime, anywhere to keep up with your coursework. Highlight, take notes in the margins, and search the full text to quickly find coverage of legal topics. PRACTICE QUESTIONS Quiz yourself before class and prep for your exam in the Study Center. Practice questions fromExamples & Explanations, Emanuel Law Outlines, Emanuel Law in a Flashflashcards, and other best-selling study aid series help you study for exams while tracking your strengths and weaknesses to help optimize your study time. OUTLINE TOOL Most professors will tell you that starting your outline early is key to being successful in your law school classes. The Outline Tool automatically populates your notes and highlights from the e-book into an editable format to accelerate your outline creation and increase study time later in the semester.
Book Synopsis The Law on Business Organizations by : Justo P. Torres
Download or read book The Law on Business Organizations written by Justo P. Torres and published by . This book was released on 1991 with total page 385 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis A Legal Guide to United States Business Organizations by : John M.B. Balouziyeh
Download or read book A Legal Guide to United States Business Organizations written by John M.B. Balouziyeh and published by Springer Science & Business Media. This book was released on 2013-07-18 with total page 122 pages. Available in PDF, EPUB and Kindle. Book excerpt: This volume provides an overview of United States federal and state law governing business organizations. The chapters take the reader through a step-by-step exposition of the most basic sole proprietorships to the most complex multi-tiered conglomerates. Among the business organizations treated are partnerships with their various modalities (general partnerships, limited partnerships, limited liability partnerships), corporations (including closely held corporations, public corporations and other variations) and limited liability companies. The case law and statutes governing the full menu of business organizations are systematically analyzed and presented. Leading cases at both the federal and state level as well as model legislation such as the Uniform Partnership Act and enacted legislation are further examined. Other topics covered include Agency and partnerships, Accounting, taxation and finance, Startup corporations and venture capital, Fiduciary duties and shareholder control, Mergers and acquisitions.
Book Synopsis Reforming Corporate Governance by : Margaret M. Blair
Download or read book Reforming Corporate Governance written by Margaret M. Blair and published by . This book was released on 2004 with total page 67 pages. Available in PDF, EPUB and Kindle. Book excerpt: In this article, I briefly review the history of corporate law, and then describe current legal distinctions among organizational forms in order to argue that one of the characteristics that distinguishes corporations from partnership-type forms is the set of default rules that help organizers to lock in capital, without locking in the investors. I argue that such lock-in is probably attractive because it allows business organizers to precommit not to withdraw capital from the venture prematurely or capriciously. I then propose that corporate governance reform proposals be distinguished according to whether their purpose and effect is to strengthen the independence and information available to boards, to enhance shareholder quot;voice,quot; or to make it easier for shareholders to quot;exit.quot; If the purpose and effect of a corporate governance reform proposal is to make it easier for shareholders to quot;exit,quot; by, say, requiring boards to submit takeover offers to a shareholder vote, or permitting shareholders to propose and mandate (by election) distributions, dissolution or asset sales, I argue in this paper that such a proposal is at odds with the quot;lock-inquot; function of corporate law. Since business organizers would find it difficult to achieve effective lock-in using other currently available organizational forms, eliminating or weakening the lock-in potential of the corporate law choice by statutorily requiring corporations to give shareholders such powers would take away an important organizational option that business organizers and investors currently have. This option has been eagerly sought out and used by business organizers in the U.S. for more than 150 years, and appears to be associated with substantial economic innovation and growth. Thus, it seems unwise on the face of it to change the law in ways that would eliminate this option.On the other hand, if the purpose and effect of a corporate governance reform proposal is to enhance the monitoring capabilities of corporate boards, or to facilitate shareholder quot;voice,quot; such a proposal is not obviously at odds with the lock-in function of the corporate form, and may well reduce agency costs without unduly subverting the role that the corporate form serves in addressing the team production problem.
Book Synopsis Business Organizations Law by : James D. Cox
Download or read book Business Organizations Law written by James D. Cox and published by West Academic Publishing. This book was released on 2020-03-16 with total page 817 pages. Available in PDF, EPUB and Kindle. Book excerpt: Clear, succinct, descriptions of the reasoning and policy issues underlying corporate law that is accessible to law students with no business or economic background. The 2020 edition is thoroughly updated to include recent U.S. Supreme Court, Delaware and other leading decisions and regulatory developments (for example, the most recent version of the Model Business Corporation Act as well as the Delaware statute) that impact the conduct of corporate affairs including fiduciary obligations and duties in corporate transactions, governance, and management of corporations and LLCs, as well as benefit corporations, including the landscape of securities fraud suits in the federal courts, new discussions of unincorporated forms of business, insightful explanations of such news-making issues as corporate governance and director liabilities, and coverage of LLCs and LLPs.
Book Synopsis Reforming Nonprofit Corporation Law by : Henry Hansmann
Download or read book Reforming Nonprofit Corporation Law written by Henry Hansmann and published by . This book was released on 1981 with total page 136 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Book Synopsis Commentaries and Cases on the Law of Business Organization by : William T. Allen
Download or read book Commentaries and Cases on the Law of Business Organization written by William T. Allen and published by Wolters Kluwer. This book was released on 2021-01-31 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Extraordinary authorship adds a unique real-world perspective to Commentaries and Cases on the Law of Business Organization. Logical and flexible organization allows for chapters to be taught in any order to accommodate alternative teaching approaches. Rich commentary in the form of explanatory notes facilitates teaching and understanding. Careful case selection and editing presents both classic and important recent cases and an economic-analysis perspective is made accessible through clear and consistent explanatory text. Examples, hypotheticals, and diagrams illustrate conceptual and theoretical models. The text can easily be used in any Business Organization course with a focus on corporate law. New to the Sixth Edition: Extensively revised Chapter on rise of alternative business entities (e.g., LLCs, LPs) and case law pertaining to them such as Dieckman and Miller). Also, we discuss implications of greater contractualization of fiduciary duties in business entities – a theme repeated in numerous places throughout the book. Extensively revised and updated Chapter on corporate voting discussing the impact of institutional investors and asset managers (alternatively hedge funds and index funds); the new SEC rules on proxy advisory firms and shareholder proposals; and the growth of ESG related proposals. Updated and revised discussion on the duty of loyalty, corporate purpose, and the rise of public benefit corporations. Updated and revised discussions in a number of Chapters including on developments related to Caremark duties and compliance programs (e.g., the Marchand decision); Creditor protection; basic finance and valuation; judicial review of executive compensation (e.g., Investors Bancorp); regulation of shareholder litigation (e.g., Trulia; Sciabacucci); insider trading (e.g., Salman, Martoma, and Dozorkho) and fraud on the market. Extensively revised and updated Chapter on Mergers & Acquisitions discussing the rise of deal litigation, appraisal actions, and fair value determinations (e.g., Dell; Aruba; Jarden) along with developments in fiduciary duty class actions related to freeze out mergers under M.F. Worldwide such as Synutra. Extensively revised and updated Chapter on Corporate Control Contests including discussion of Corwin and its progeny including Morrison and PLX. Professors and student will benefit from: Extensive commentary, particularly on Delaware corporate law but also including references to the law in other states and foreign jurisdictions. A coherent conceptual structure, which emphasizes the unique characteristics of fiduciary law as well the basic agency conflicts that underlie corporate law. Tightly edited cases, which make for brief but concentrated reading assignments, together with focused discussion questions. Teaching materials Include: Teacher’s Manual The Teacher’s Manual includes detailed guidance for structuring the course, case analyses, and answers to questions raised in the book. PowerPoint Slides
Book Synopsis Business Organizations Law in Focus by : Deborah E. Bouchoux
Download or read book Business Organizations Law in Focus written by Deborah E. Bouchoux and published by Aspen Publishing. This book was released on 2024-01-30 with total page 810 pages. Available in PDF, EPUB and Kindle. Book excerpt: Buy a new version of this textbook and receive access to the Connected eBook with Study Center on Casebook Connect, including lifetime access to the online ebook with highlight, annotation, and search capabilities. Access also includes practice questions, an outline tool, and other helpful resources. Connected eBooks provide what you need most to be successful in your law school classes. Business Organizations Law in Focus, Third Edition, provides a thorough introduction to the key attributes, advantages, and disadvantages of every form of for-profit business organization in the United States, including: partnerships, limited liability companies, and corporations. The practice-oriented approach of the Focus Casebook Series elucidates the legal and practical aspects of business organizations through real-world scenarios that provide numerous opportunities for students to apply theory to practice and solidify their understanding of key concepts. Clear exposition and Case Previews support independent learning and focus case analysis. New to the Second Edition: Significantly more editing of cases with an eye towards making case excerpts shorter and more accessible to students. New cases in Chapters 1 and 2 that address veil piercing, the creation of an agency relationship, agent authority, and principal liability in a manner that is (more) accessible to students. Expanded coverage of LLCs in Chapter 12, including a newly-added cases and related exercises addressing the primacy of the operating agreement in LLC governance and LCC dissolution standards New cases and exercises in Chapter 9 highlighting the new universal test for demand futility under Rule 23.1 (the Zuckerberg case) and the continued evolution of Delaware's Caremark corporate monitoring and oversight doctrine A newly-added Delaware Supreme Court case in Chapter 10 in which shareholders of AmerisourceBergen--one of the world's leading wholesale distributors of opioid painkillers--sought to exercise their inspection rights under DGCL Section 200 to investigate whether the firm had engaged in wrongdoing in connection with the distribution of opioids A newly-added case in Chapter 7 addressing preferred stock attributes and the relationship between common stock and preferred stock. Additional and expanded references to Model Business Corporation Act (MBCA) standards across Chapters 8, 9, and 10 Updated coverage of the proxy system and proxy regulation, securities offering rules and regs, and developments in insider trading law New and/or updated cases and "spotlight" sections that address a variety of timely issues, including "unicorns" (start-up businesses with a valuation of at least $1 billion), so-called "shadow" trading, claims involving opioid manufacturers, and corporate governance matters involving #MeToo claims. Professors and students will benefit from: Features that engage students in applying theory to practice, such as Real Life Applications, Application Exercises, and Applying the Concepts. Experiential exercises on drafting documents and preparing appropriate filings. An overview in Chapter One of the various forms of business organization and their key attributes, advantages, and disadvantages. An emphasis on contemporary principal cases and issues that resonate with today's students and fuel class discussion. Clear exposition of legal principles, so students can absorb assigned reading on their own, and professors don't have to explain it from the lectern in class. Attention to legal ethics and rules of professional responsibility that commonly arise in the representation of business entities.
Book Synopsis The Law of Business Organizations by : Robert Hamilton
Download or read book The Law of Business Organizations written by Robert Hamilton and published by West Academic Publishing. This book was released on 2016-02 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: As a part of our CasebookPlus offering, you'll receive the print book along with lifetime digital access to the eBook. Additionally you'll receive the Learning Library which includes quizzes tied specifically to your book, and outline starter and digital access to leading study aids in that subject and the Gilbert Law Dictionary. This title covers the law of business associations for introductory courses. It discusses business organizations, including agency, general partnerships, closely held corporations, publicly held corporations, limited partnerships, limited liability partnerships, and limited liability companies. The material on the unincorporated business forms has been revised, updated, and expanded to reflect the centrality of these forms of business organization in modern law practice and in the economy generally. Among other state and model statutes, the Revised Uniform LLC Act (2006), the Revised Uniform Partnership Act (1997), the Uniform Limited Partnership Act (2001), and the Third Restatement of Agency (2006) are discussed and cited.
Book Synopsis An Introduction to the Law of Business Organizations by : Stephen B. Presser
Download or read book An Introduction to the Law of Business Organizations written by Stephen B. Presser and published by West Academic Publishing. This book was released on 2008 with total page 536 pages. Available in PDF, EPUB and Kindle. Book excerpt: The new edition will explore recent developments in the Delaware Corporate law that further define the fiduciary responsibility of officers and directors, the continuing academic controversy over for whose benefit corporations should be run, and the ongoing federal efforts to ameliorate perceived failings in the state law regarding corporations. The second edition will also include further materials to contribute toward bridging the longstanding gap between lawyers? understanding of the perspective of managers and managers uneasiness over the narrow perceptions of lawyers. It will continue to be the one casebook regarding business organizations specifically designed to meet the needs of both law students and management students.
Book Synopsis Commentaries and Cases on the Law of Business Organization by : William T. Allen
Download or read book Commentaries and Cases on the Law of Business Organization written by William T. Allen and published by . This book was released on 2016 with total page 721 pages. Available in PDF, EPUB and Kindle. Book excerpt: The extraordinary authorship of William A. Allen and Reinier Kraakman provides a unique real-world perspective to Commentaries and Cases on the Law of Business Organization. Logical and flexible organization allows for chapters to be taught in any order. Rich commentary in the form of explanatory notes facilitates understanding. Careful case selection and editing presents both classic and important recent cases. An economic-analysis perspective is made accessible through clear and consistent explanatory text. Examples, hypotheticals, and diagrams illustrate conceptual and theoretical models. The text can easily be used in a Business Organization course with a focus on corporate law. Features: New chapter on basic finance and valuation concepts that updates materials from earlier editions Extensively revised chapter on the corporate voting system which addresses the success of several governance reforms Updated discussion of the duty of loyalty including Delaware benefit corporations and the demise of Emerald Partners II Up-to-date and authoritative commentary on the Delaware case law A presentation centered on the principal-agent problem, which gives students a functional framework for understanding both statutory law and judicial decisions
Book Synopsis Reforming Mining Law by : Christian Matabaro
Download or read book Reforming Mining Law written by Christian Matabaro and published by Xlibris Corporation. This book was released on 2019-03-22 with total page 224 pages. Available in PDF, EPUB and Kindle. Book excerpt: The Democratic Republic of Congo is endowed with immense mineral wealth. Its minerals include cobalt, copper, diamond, gold, iron, manganese, tantalum, tin, tungsten, and zinc. Yet the contribution of mineral abundance to the country’s economic development is poor. The Congolese mining sector was initiated in 1905 with the creation of OKIMO (Office des Mines d’or de Kilo Moto) and UMHK (Union Minière du Haut-Katanga). The rapid development of mining companies improved economic growth until 1973, when President Mobutu introduced a variety of inadequate economic policies, including zairianization and radicalization, that slowed down economic development. The actual mining code was adopted in 2002 to enhance a mining sector that already collapsed. This study suggests a variety of mechanisms and measures that are meant to energize the Congolese mining sector and, hence, allow the country to benefit entirely from its mineral abundance.
Book Synopsis Women, Business and the Law 2021 by : World Bank
Download or read book Women, Business and the Law 2021 written by World Bank and published by World Bank Publications. This book was released on 2021-04-05 with total page 381 pages. Available in PDF, EPUB and Kindle. Book excerpt: Women, Business and the Law 2021 is the seventh in a series of annual studies measuring the laws and regulations that affect women’s economic opportunity in 190 economies. The project presents eight indicators structured around women’s interactions with the law as they move through their lives and careers: Mobility, Workplace, Pay, Marriage, Parenthood, Entrepreneurship, Assets, and Pension. This year’s report updates all indicators as of October 1, 2020 and builds evidence of the links between legal gender equality and women’s economic inclusion. By examining the economic decisions women make throughout their working lives, as well as the pace of reform over the past 50 years, Women, Business and the Law 2021 makes an important contribution to research and policy discussions about the state of women’s economic empowerment. Prepared during a global pandemic that threatens progress toward gender equality, this edition also includes important findings on government responses to COVID-19 and pilot research related to childcare and women’s access to justice.
Book Synopsis Commentaries and Cases on the Law of Business Organization by : William T. Allen
Download or read book Commentaries and Cases on the Law of Business Organization written by William T. Allen and published by Aspen Publishers. This book was released on 2012 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Extraordinary authorship adds a unique real-world perspective to Commentaries and Cases on the Law of Business Organization; William T. Allen is former Chancellor of the Delaware Court of Chancery. Logical and flexible organization allows for chapters to be taught in any order to accommodate alternative teaching approaches. Chapters One through Four cover the fundamentals of organizational law in a business setting. Chapters Five through Thirteen address the legal regulation of a variety of actions, decisions, and transactions that involve or concern the modern public corporation. Introductions and transitional text, clearly and concisely written, provide context and perspective. Rich commentary in the form of explanatory notes facilitates teaching and understanding. Careful case selection and editing presents both classic and important recent cases. An economic-analysis perspective is made accessible through clear and consistent explanatory text. Examples, hypos, and diagrams illustrate conceptual and theoretical models. The text can easily be used in a Business Organization course with a focus on corporate law. The Fourth Edition is completely updated throughout. It now includes excerpts from important recent cases such as Air Products v. Airgas and In re CNX Gas and provides commentary on current developments, such as "Say on Pay" proxy access, and the Dodd-Frank Act of 2010. A new chapter on executive compensation appears. The Fourth Edition provides additional contextual background for certain cases to help students better understand the court's reasoning. The text continues to provide additional questions, connections to the empirical literature, and cross-country comparisons. Hallmark features of Commentaries and Cases on the Law of Business Organization: Extraordinary authorship Allen, former Chancellor of the Delaware Court of Chancery lends unique real-world perspective Logical and flexible organization chapters 1-4 cover fundamentals of organizational law in a business setting chapters 5-13 address legal regulation of a variety of actions, decisions, and transactions that concern the modern public corporation. chapters can be taught in any order accommodates alternative teaching approaches Clear, concise introductions and transitional text provide context and perspective Rich commentary comes in the form of explanatory notes facilitates teaching and understanding Intelligent case selection and editing presents classic and important recent cases Economic-analysis perspective presented accessibly through clear and consistent explanatory text Examples, hypos, and diagrams illustrate conceptual and theoretical models Can be used in a Business Organization course with a focus on corporate law
Book Synopsis Business Organizations Law and Policy by : Jeffrey D. Bauman
Download or read book Business Organizations Law and Policy written by Jeffrey D. Bauman and published by . This book was released on 2017 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Hardbound - New, hardbound print book.
