Representing Corporate Officers and Directors and LLC Managers [formerly Representing Corporate Officers, Directors, Managers, and Trustees], 3rd Edition

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Author :
Publisher : Wolters Kluwer
ISBN 13 : 1543805299
Total Pages : 1588 pages
Book Rating : 4.5/5 (438 download)

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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.

Inside Congress

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Author :
Publisher : Brookings Institution Press
ISBN 13 : 0815727348
Total Pages : 76 pages
Book Rating : 4.8/5 (157 download)

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Book Synopsis Inside Congress by : Trevor Corning

Download or read book Inside Congress written by Trevor Corning and published by Brookings Institution Press. This book was released on 2017-07-25 with total page 76 pages. Available in PDF, EPUB and Kindle. Book excerpt: Required reading for anyone who wants to understand how to work within Congress. The House and Senate have unique rules and procedures to determine how legislation moves from a policy idea to law. Evolved over the last 200 years, the rules of both chambers are designed to act as the engine for that process. Each legislative body has its own leadership positions to oversee this legislative process. To the novice, whether a newly elected representative, a lawmaker's staff on her first day at work, or a constituent visiting Washington, the entire process can seem incomprehensible. What is an open rule for a House Appropriations bill and how does it affect consideration? Why are unanimous consent agreements needed in the Senate? The authors of Inside Congress, all congressional veterans, have written the definitive guide to how Congress really works. It is the accessible and necessary resource to understanding and interpreting procedural tools, arcane precedents, and the role of party politics in the making of legislation in Congress.

Representing Corporate Officers, Directors, Managers, and Trustees

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Author :
Publisher : Wolters Kluwer
ISBN 13 : 0735598088
Total Pages : 1484 pages
Book Rating : 4.7/5 (355 download)

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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.

Business Planning

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Author :
Publisher : Aspen Publishing
ISBN 13 : 1454897562
Total Pages : 1055 pages
Book Rating : 4.4/5 (548 download)

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Book Synopsis Business Planning by : Therese H. Maynard

Download or read book Business Planning written by Therese H. Maynard and published by Aspen Publishing. This book was released on 2018-02-28 with total page 1055 pages. Available in PDF, EPUB and Kindle. Book excerpt: Business Planning: Financing the Start-Up Business and Venture Capital Financing, Third Edition uses a simulated deal format that is drawn from the “deal-files” of real world practicing lawyers. It integrates the teaching of transactional lawyering skills with the presentation of new substantive law that is critical to the success of a junior corporate lawyer practicing in a transactional setting. The book gives students an overview of the range of substantive law that lawyers representing new businesses need to be versed in. To bridge the gap between law school and practice, the authors integrate excerpts from sources authored by experienced practitioners, thus bringing practical and real-world insights to students. Shannon Treviño joins as co-author on the new edition. Key Features: Integrated teaching of transactional lawyering skills with the presentation of substantive law that is critical to the success of a junior corporate lawyer practicing in a transactional setting. Analysis of both the legal issues and the business considerations that must be taken in to account in planning the structure and negotiating the terms of a capital raising transaction for an early stage company. A simulated deal format to provide a real-world appreciation of the “life cycle of a deal,” with a new simulated client whose business is focused on addressing a need in the autonomous vehicle industry, which presents a timely topic for faculty to engage with students on at every juncture of the course. Graded memo assignments that are representative of the work assignments expected of a junior corporate lawyer practicing in a transactional setting and that relate directly to the substantive material that is part of the casebook reading assignments. A thoroughly revised Chapter 4 regarding federal securities laws, incorporating numerous legislative changes that have been adopted or have become effective since the publication of the second edition. Significant additions to Chapter 8, including an updated overview of venture capital and a broader discussion of the capital formation process prior to venture capital financing.

Congressional Record

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Author :
Publisher :
ISBN 13 :
Total Pages : 1878 pages
Book Rating : 4.:/5 (327 download)

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Book Synopsis Congressional Record by : United States. Congress

Download or read book Congressional Record written by United States. Congress and published by . This book was released on 2011 with total page 1878 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Congressional Record

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Author :
Publisher :
ISBN 13 :
Total Pages : 1818 pages
Book Rating : 4.:/5 (31 download)

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Book Synopsis Congressional Record by : United States. Congress

Download or read book Congressional Record written by United States. Congress and published by . This book was released on 1979 with total page 1818 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Congressional Record

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Author :
Publisher : INIAP Archivo Historico
ISBN 13 :
Total Pages : 2452 pages
Book Rating : 4./5 ( download)

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Book Synopsis Congressional Record by : Congress

Download or read book Congressional Record written by Congress and published by INIAP Archivo Historico. This book was released on 1990 with total page 2452 pages. Available in PDF, EPUB and Kindle. Book excerpt:

An Outline of Law and Procedure in Representation Cases

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Publisher :
ISBN 13 :
Total Pages : 500 pages
Book Rating : 4.3/5 ( download)

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Book Synopsis An Outline of Law and Procedure in Representation Cases by : United States. National Labor Relations Board. Office of the General Counsel

Download or read book An Outline of Law and Procedure in Representation Cases written by United States. National Labor Relations Board. Office of the General Counsel and published by . This book was released on 1995 with total page 500 pages. Available in PDF, EPUB and Kindle. Book excerpt:

EEOC Compliance Manual

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Publisher :
ISBN 13 :
Total Pages : 368 pages
Book Rating : 4.:/5 (7 download)

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Book Synopsis EEOC Compliance Manual by : United States. Equal Employment Opportunity Commission

Download or read book EEOC Compliance Manual written by United States. Equal Employment Opportunity Commission and published by . This book was released on 1992 with total page 368 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Local Community Radio Act of 2009

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Publisher :
ISBN 13 :
Total Pages : 8 pages
Book Rating : 4.:/5 (558 download)

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Book Synopsis Local Community Radio Act of 2009 by : United States. Congress. Senate. Committee on Commerce, Science, and Transportation

Download or read book Local Community Radio Act of 2009 written by United States. Congress. Senate. Committee on Commerce, Science, and Transportation and published by . This book was released on 2010 with total page 8 pages. Available in PDF, EPUB and Kindle. Book excerpt:

World Development Report 2017

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Publisher : World Bank Publications
ISBN 13 : 1464809518
Total Pages : 605 pages
Book Rating : 4.4/5 (648 download)

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Book Synopsis World Development Report 2017 by : World Bank Group

Download or read book World Development Report 2017 written by World Bank Group and published by World Bank Publications. This book was released on 2017-01-23 with total page 605 pages. Available in PDF, EPUB and Kindle. Book excerpt: Why are carefully designed, sensible policies too often not adopted or implemented? When they are, why do they often fail to generate development outcomes such as security, growth, and equity? And why do some bad policies endure? World Development Report 2017: Governance and the Law addresses these fundamental questions, which are at the heart of development. Policy making and policy implementation do not occur in a vacuum. Rather, they take place in complex political and social settings, in which individuals and groups with unequal power interact within changing rules as they pursue conflicting interests. The process of these interactions is what this Report calls governance, and the space in which these interactions take place, the policy arena. The capacity of actors to commit and their willingness to cooperate and coordinate to achieve socially desirable goals are what matter for effectiveness. However, who bargains, who is excluded, and what barriers block entry to the policy arena determine the selection and implementation of policies and, consequently, their impact on development outcomes. Exclusion, capture, and clientelism are manifestations of power asymmetries that lead to failures to achieve security, growth, and equity. The distribution of power in society is partly determined by history. Yet, there is room for positive change. This Report reveals that governance can mitigate, even overcome, power asymmetries to bring about more effective policy interventions that achieve sustainable improvements in security, growth, and equity. This happens by shifting the incentives of those with power, reshaping their preferences in favor of good outcomes, and taking into account the interests of previously excluded participants. These changes can come about through bargains among elites and greater citizen engagement, as well as by international actors supporting rules that strengthen coalitions for reform.

Government Code

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Author :
Publisher :
ISBN 13 :
Total Pages : 556 pages
Book Rating : 4.3/5 (511 download)

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Book Synopsis Government Code by : Texas

Download or read book Government Code written by Texas and published by . This book was released on 2000 with total page 556 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Protection of Workers' Personal Data

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Publisher : International Labour Organization
ISBN 13 : 9789221103295
Total Pages : 62 pages
Book Rating : 4.1/5 (32 download)

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Book Synopsis Protection of Workers' Personal Data by : International Labour Office

Download or read book Protection of Workers' Personal Data written by International Labour Office and published by International Labour Organization. This book was released on 1997 with total page 62 pages. Available in PDF, EPUB and Kindle. Book excerpt: An ILO code of practice

Coordination of Federal Equal Employment Opportunity Programs

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Publisher :
ISBN 13 :
Total Pages : 50 pages
Book Rating : 4.3/5 (91 download)

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Book Synopsis Coordination of Federal Equal Employment Opportunity Programs by : United States. Equal Employment Opportunity Commission. Office of the Legal Counsel

Download or read book Coordination of Federal Equal Employment Opportunity Programs written by United States. Equal Employment Opportunity Commission. Office of the Legal Counsel and published by . This book was released on 1984 with total page 50 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Congressional Record

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Publisher :
ISBN 13 :
Total Pages : 1324 pages
Book Rating : 4.A/5 ( download)

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Book Synopsis Congressional Record by : United States. Congress

Download or read book Congressional Record written by United States. Congress and published by . This book was released on 1968 with total page 1324 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Principles of Federal Appropriations Law

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Publisher :
ISBN 13 : 9780160515446
Total Pages : pages
Book Rating : 4.5/5 (154 download)

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Book Synopsis Principles of Federal Appropriations Law by :

Download or read book Principles of Federal Appropriations Law written by and published by . This book was released on with total page pages. Available in PDF, EPUB and Kindle. Book excerpt:

Unorthodox Lawmaking

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Publisher : CQ Press
ISBN 13 : 1506322859
Total Pages : 330 pages
Book Rating : 4.5/5 (63 download)

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Book Synopsis Unorthodox Lawmaking by : Barbara Sinclair

Download or read book Unorthodox Lawmaking written by Barbara Sinclair and published by CQ Press. This book was released on 2016-06-22 with total page 330 pages. Available in PDF, EPUB and Kindle. Book excerpt: Most major measures wind their way through the contemporary Congress in what Barbara Sinclair has dubbed “unorthodox lawmaking.” In this much-anticipated Fifth Edition of Unorthodox Lawmaking, Sinclair explores the full range of special procedures and processes that make up Congress’s work, as well as the reasons these unconventional routes evolved. The author introduces students to the intricacies of Congress and provides the tools to assess the relative successes and limitations of the institution. This dramatically updated revision incorporates a wealth of new cases and examples to illustrate the changes occurring in congressional process. Two entirely new case study chapters—on the 2013 government shutdown and the 2015 reauthorization of the Patriot Act—highlight Sinclair’s fresh analysis and the book is now introduced by a new foreword from noted scholar and teacher, Bruce I. Oppenheimer, reflecting on this book and Barbara Sinclair’s significant mark on the study of Congress.