Download or read book Practical Company Law and Corporate Transactions written by Mark Stamp and published by Sweet & Maxwell. This book was released on 2011 with total page 741 pages. Available in PDF, EPUB and Kindle. Book excerpt: Previous ed.: Old Woking: City & Financial, 2004.
Download or read book Tax on Corporate Transactions Handbook 2006 07 written by and published by . This book was released on 2006 with total page 300 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Commercial Contracts written by Practical Law Company and published by . This book was released on 1998 with total page pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Mergers and Acquisitions written by Edwin L. Miller, Jr. and published by John Wiley & Sons. This book was released on 2017-03-15 with total page 336 pages. Available in PDF, EPUB and Kindle. Book excerpt: The legal, financial, and business primer to the M&A process Mergers and Acquisitions offers accessible step-by-step guidance through the M&A process to provide the legal and financial background required to navigate these deals successfully. From the initial engagement letter to the final acquisition agreement, this book delves into the mechanics of the process from beginning to end, favoring practical advice and actionable steps over theoretical concepts. Coverage includes deal structure, corporate structuring considerations, tax issues, public companies, leveraged buyouts, troubled businesses and more, with a uniquely solution-oriented approach to the M&A process. This updated second edition features new discussion on cross-border transactions and "pseudo" M&A deals, and the companion websites provides checklists and sample forms to facilitate organization and follow-through. Mergers and acquisitions are complex, and problems can present themselves at each stage of the process; even if the deal doesn't fall through, you may still come out with less than you bargained for. This book is a multi-disciplinary primer for anyone navigating an M&A, providing the legal, financial, and business advice that helps you swing the deal your way. Understand the legal mechanics of an M&A deal Navigate the process with step-by-step guidance Compare M&A structures, and the rationale behind each Solve common issues and avoid transactional missteps Do you know what action to take when you receive an engagement letter, confidentiality agreement, or letter of intent? Do you know when to get the banker involved, and how? Simply assuming the everything will work out well guarantees that it will—for the other side. Don't leave your M&A to chance; get the information and tools you need to get it done right. Mergers and Acquisitions guides you through the process step-by-step with expert insight and real-world advice.
Download or read book Palmer s Company Law written by Francis Beaufort Palmer and published by . This book was released on 1909 with total page 766 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book Federal Taxation of Corporations and Corporate Transactions written by Steven Dean and published by Aspen Publishing. This book was released on 2017-09-15 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: This first edition of Federal Taxation of Corporations and Corporate Transactions provides a comprehensive examination of tax principles with a unique practice-oriented approach to help students become practice ready with skills that they have developed in a setting that reflects practice in the real world. The casebook introduces students not only to transactional tax practice and the federal tax penalty regime, but also to the rules of professional ethics and the specific rules that govern professionals who practice tax law. It features an array of Deal Downloads that breathe life into complex material, presenting high-profile transactions involving Amazon, Apple, Ford and others. This first edition will have a separately sold Client File supplement, which provides memoranda that require students to analyze the Deal Download transactions and to employ them as precedents to structure acquisitions, investments, and distributions for a hypothetical client. Key Benefits: Client files that are designed to help students learn the law in a practice-like setting. Extensive commentary about tax principles and cites to statutes, cases, regulations, and rulings that the students must study to fully learn the material. Chapter 9, where students will learn about the transaction that heralded the return of Steve Jobs to Apple in the 1990s and paved the way for the company’s subsequent dominant run. An examination of issues posed by classic cases, by focusing on the language of the underlying deal documents, and by learning how to solve clients’ problems before they are set in stone.
Download or read book Mergers and Acquisitions written by Edwin L. Miller, Jr. and published by John Wiley & Sons. This book was released on 2017-03-20 with total page 336 pages. Available in PDF, EPUB and Kindle. Book excerpt: The legal, financial, and business primer to the M&A process Mergers and Acquisitions offers accessible step-by-step guidance through the M&A process to provide the legal and financial background required to navigate these deals successfully. From the initial engagement letter to the final acquisition agreement, this book delves into the mechanics of the process from beginning to end, favoring practical advice and actionable steps over theoretical concepts. Coverage includes deal structure, corporate structuring considerations, tax issues, public companies, leveraged buyouts, troubled businesses and more, with a uniquely solution-oriented approach to the M&A process. This updated second edition features new discussion on cross-border transactions and "pseudo" M&A deals, and the companion websites provides checklists and sample forms to facilitate organization and follow-through. Mergers and acquisitions are complex, and problems can present themselves at each stage of the process; even if the deal doesn't fall through, you may still come out with less than you bargained for. This book is a multi-disciplinary primer for anyone navigating an M&A, providing the legal, financial, and business advice that helps you swing the deal your way. Understand the legal mechanics of an M&A deal Navigate the process with step-by-step guidance Compare M&A structures, and the rationale behind each Solve common issues and avoid transactional missteps Do you know what action to take when you receive an engagement letter, confidentiality agreement, or letter of intent? Do you know when to get the banker involved, and how? Simply assuming the everything will work out well guarantees that it will—for the other side. Don't leave your M&A to chance; get the information and tools you need to get it done right. Mergers and Acquisitions guides you through the process step-by-step with expert insight and real-world advice.
Download or read book Advising Effectively on the Employment Aspects in a Corporate Transaction A Practical Guide for Junior Lawyers written by Jackie Sheldon and published by . This book was released on 2021-11-30 with total page 146 pages. Available in PDF, EPUB and Kindle. Book excerpt: The practice of employment law in a private company acquisition cannot be conducted in a vacuum - it requires not only an understanding of employment law but also particular elements of company law. Jackie and Kate have both been delivering training in relation to the corporate and employment issues in private company acquisitions for many years. They noted that there was no text available analysing the key issues specifically aimed at addressing the needs of the employment team - appreciating that to advise effectively on the employment aspects of the transaction, an understanding of both the corporate and employment aspects was vital. Jackie has spent a number of years working with both undergraduates studying company law, corporate trainees and junior corporate assistants and has aimed to cover the historic questions asked by those new to corporate transactions together with clarifying areas of common confusion in a clear, straightforward manner. Kate qualified as a solicitor and now trains lawyers, HR professionals and managers, as well as advising a diverse set of employers from small and medium sized enterprises to charities, PLCs and international companies. The text includes practical tips and points to note throughout, making it extremely useful to a new practitioner to the area. ABOUT THE AUTHORS Jackie Sheldon - Jackie was a corporate solicitor specialising in mergers and acquisitions. Jackie worked and trained at global law firm, Taylor Wessing, qualifying into their Projects department, working on large corporate transactions. She moved to the Northwest and continued to specialise in corporate transactions, working at Pannones followed by international law firm, Square, Sanders and Dempsey (then Hammonds). Jackie is qualified to teach up to Masters level (receiving a Post Graduate Certificate in Professional Education), is a Fellow of the Higher Education Academy and has now been writing and delivering commercially relevant company law and related topics to both undergraduate and post graduates (including CPD and PSC) since 2006. She is also honoured to use her corporate legal knowledge in her position as a trustee/director, company secretary and vice chair for Mummy's Star - a unique charity in UK and Ireland. Kate Shepherd - Prior to establishing her consultancy Kate Shepherd Associates in 2005, Kate qualified as a solicitor, and practised employment law at a senior level with a leading firm in the Midlands. Kate holds CIPD qualifications, a Post Graduate Diploma in Law and now runs a consultancy specialising in interactive online training delivery. Her team regularly design and deliver workshops to lawyers at both undergraduate and postgraduate level. Kate is also a published author and visiting lecturer for a number of Universities and Business Schools. CONTENTS Chapter 1 - Introduction Chapter 2 - Fundamentals of Employment Law Chapter 3 - Understanding the Corporate Aspects of a Transaction Chapter 4 - Pre-Contractual Documentation Chapter 5 - Due Diligence Chapter 6 - The Employment Issues in Mergers and Acquisitions Chapter 7 - Using Settlement Agreements Chapter 8 - Sale and Purchase Agreement Chapter 9 - The Risk Apportionment Game Chapter 10 - Finishing the Deal Chapter 11 - Employment Considerations Post-Completion Glossary of Terms
Download or read book Company Law written by Sir Francis Beaufort Palmer and published by . This book was released on 1924 with total page 900 pages. Available in PDF, EPUB and Kindle. Book excerpt:
Download or read book The Law of Companies written by Thomas B. Courtney and published by Bloomsbury Publishing. This book was released on 2017-01-11 with total page 2928 pages. Available in PDF, EPUB and Kindle. Book excerpt: The fourth edition of the leading company law textbook, provides the most authoritative and comprehensive commentary on Irish company law following the commencement of the Companies Act 2014. The Companies Act 2014 makes the most far-reaching and fundamental changes to Irish company law in two generations, putting forward a radically different approach whereby the private company limited by shares will become the new model company. The structure of the fourth edition of this highly regarded title mirrors this new Act. The Act comprises over 1,448 Parts and represents the modern statement of the law applicable to the formation of companies, administration and management to their winding up and dissolution, incorporating the rights and duties of their officers, members and creditors. The Act commences on 1 June 2015 and introduces significant changes for companies operating in Ireland. This work has been expanded and revised to account for these legislative changes and important case law. As chairperson of the Company Law Review Group, whose recommendations greatly informed the new Act and as a leading practitioner of company law, Tom Courtney has a unique insight to the new legislation, its purpose and interpretation.The fourth edition is virtually a complete re-write and at approximately 2,900 pages it is some 400 pages longer than the last edition. Fully updated to take account of the dozens of judgments from the Irish and UK courts that have been delivered since the previous edition as well as the new statutory provisions, the fourth edition of The Law of Companies is a 'must have' for all practitioners, students and users of Irish company law.
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?
Download or read book The Law and Practice of Trademark Transactions written by Irene Calboli and published by Edward Elgar Publishing. This book was released on 2016-02-26 with total page 681 pages. Available in PDF, EPUB and Kindle. Book excerpt: The Law and Practice of Trademark Transactions is a comprehensive analysis of the law governing trademark transactions in a variety of legal and business contexts, and from a range of jurisdictional and cross-border perspectives. After mapping out the international legal framework applicable to trademark transactions, the book provides an analysis of important strategic considerations, including: tax strategies; valuation; portfolio splitting; registration of security interests; choice-of-law clauses; trademark coexistence agreements, and dispute resolution mechanisms. Key features include: • A comprehensive overview of legal and policy-related issues • A blend of approaches underpinning strategic considerations with analytical rigour • Regional coverage of the key characteristics of trademark transactions in a range of jurisdictions • Authorship from renowned trademark experts Practitioners advising trademark owners, including trademark attorneys, will find this book to be an invaluable resource for their practice, particularly where cross-border issues arise. It will also be a key reference point for scholars working in the field.
Download or read book A Manual of Style for Contract Drafting written by Kenneth A. Adams and published by American Bar Association. This book was released on 2004 with total page 276 pages. Available in PDF, EPUB and Kindle. Book excerpt: The focus of this manual is not what provisions to include in a given contract, but instead how to express those provisions in prose that is free ofthe problems that often afflict contracts.
Download or read book Mergers and Acquisitions written by Edwin L. Miller, Jr. and published by John Wiley & Sons. This book was released on 2011-01-06 with total page 365 pages. Available in PDF, EPUB and Kindle. Book excerpt: A Step-by-Step Legal and Practical Guide Getting mergers and acquisitions transactions successfully completed requires an understanding of the legal framework, negotiating points, and practical aspects of each stage of the deal. Part legal primer, part business and negotiating primer, Mergers and Acquisitions: A Step-by-Step Legal and Practical Guide provides comprehensive and understandable advice for management, investors, legal and business professionals, and law and business school students. Providing expert guidance on the legal frame-work, deal points, and practicalities at each stage of an M&A transaction, Edwin L. Miller, Jr. explores the M&A process from beginning to end, including: Corporate finance fundamentals Critical early steps in the acquisition process How to structure transactions to achieve the best economic result Tax considerations for both buyers and sellers Key and often-misunderstood provisions in the definitive acquisition agreement Acquisitions of public companies—what's different Leveraged buyouts and acquisitions of troubled businesses Mergers and Acquisitions is a must-read whether you're a legal or business professional, an entrepreneur, an investor, or a law or business school student. The book will also be extremely useful to international lawyers and businessmen who need to understand the M&A practices in the United States that are being increasingly adopted around the world. Praise for Mergers and Acquisitions "Buyers and sellers both hope to be winners in an acquisition. But at the negotiating table, there is only one winner for each point and winning may mean a significant change in the deal economics. The insights in this book are crucial for both buyers and sellers and lay out the rationale for both sides of all of the money issues and other important deal points." —Todd Koopersmith, Vice President, Business Development, Iron Mountain "This book will help M&A professionals get up to speed on a wide range of deal points. It explains the legal background and transaction structuring issues in M&A transactions that every investment professional must know." —Gregory Burkus, founder and partner, Shasta Partners "This book is an essential resource for business people, and the lawyers and other professionals who advise them, to develop a real-world understanding of how the M&A process works. More importantly, it explains why specific deal structures, contractual terms and diligence procedures are used." —Jonathan Wolfman, Partner, WilmerHale, Boston "As U.S. M&A concepts, documents and practices become increasingly adopted internationally, this book will be an invaluable resource. It provides an excellent overview of the entire area, and is easily understandable by corporate executives and lawyers outside the United States." —Leo Specht, founder, Specht Rechtsanwalts-Gesellschaft mbH, Vienna, Austria
Download or read book National Company Law Tribunal and National Company Law Appellate Tribunal Law Practice Procedure written by Prachi Manekar Wazalwar and published by Bloomsbury Publishing. This book was released on 2021-09-20 with total page 900 pages. Available in PDF, EPUB and Kindle. Book excerpt: About the book This book will equip professionals with necessary knowledge tools to practice in NCLT/NCLAT, acting as their non-verbal guide. Whether it is oppression and mismanagement cases or winding up/liquidation matters, mergers/de-mergers, or class actions or an insolvency case, this book helps find answers to most practical problems. For a new practitioner, this book provides the necessary hand-holding to understanding the law, practice and procedure for dealing with various types of cases in NCLT/NCLAT. For professionals already practicing corporate laws, this book will prove to be invaluable in analysing the evolution of the insolvency code, understanding applicability of old case laws, resolving transitional issues arising out of transfer/abatement of existing cases, incisive analysis of new legal provisions and detailed comparison with the 1956 Act. Key Features - Covers discussion on Insolvency and Bankruptcy Code, 2016 (IBC) and related Rules and Regulations, with commentary thereof w.r.t. corporate persons. - Includes case digest of Supreme Court, NCLAT and NCLT under IBC and Companies Act, 2013 - Commentary on all areas of practice including mergers & amalgamation, oppression and mismanagement, winding up, class action & investigation. - Explores new areas of practice for chartered accountants, company secretaries, cost accountants and corporate lawyers. - Detailed comparison of provisions of 1956 Act with 2013 Act. - Ready reference table containing summary of all the powers of NCLT. - Includes updated NCLT and NCLAT Rules.
Download or read book International Business Transactions Fundamentals written by Ronald A. Brand and published by Kluwer Law International B.V.. This book was released on 2018-11-27 with total page 810 pages. Available in PDF, EPUB and Kindle. Book excerpt: Designed primarily as a casebook and text for law school study, this volume represents nearly four decades of work by the author to present the fundamentals of the law of international business transactions. The second edition refines and updates the materials in the first edition in a manner intended to be useful not only to students but as a desk book for practitioners. Like the first edition, this second edition focuses on the role of lawyers in identifying risks inherent in cross-border economic transactions, and then using primarily the law and negotiations to eliminate where possible, reduce where practicable and reallocate where necessary, those risks to the benefit of the client. Matters covered include: • the basic export-import sales contract; • the use of price-delivery terms to allocate both price and risk; • the application and use of the United Nations Sales Convention (CISG); • events which may excuse the nonperformance of a contract obligation; • when and how to opt in or out of the CISG; • financing the export sale with a commercial letter of credit; • a basic understanding of the WTO trade regulation system; • the regulation of importation, including tariff classification and valuation; • the regulation of exportation, including licensing and extraterritorial application of export laws; • U.S. and EU Rules affecting the professional liability of international transactions lawyers; • planning for the resolution of disputes in international transactions; • a comparative law understanding jurisdiction, applicable law, and judgments recognition; • issues affecting choices between arbitration and litigation of disputes; • drafting choice of forum clauses; • drafting choice of law clauses; • understanding rules regarding judgments obligations stated in foreign currencies; • recent multilateral efforts to harmonize the law on jurisdiction and judgments recognition; • dealing with and avoiding claims of sovereign immunity and act of state; • operating abroad through employees, agents, and distributors; • anti-bribery laws and the need for compliance programs and contract restrictions; • expropriation, political risk, and how to use insurance and contract terms to deal with them; • investor-state contracts; • antitrust laws and their extraterritorial application. Each chapter is designed to help the reader move from the simple cross-border sales transaction through steps which increase both activity abroad and the laws and regulations that may bring with them additional risks to be identified and allocated. A separate documents volume provides virtually all current primary source material on the law of international business transactions. There are many guides to the conduct of international business transactions, but none organized as clearly as this. With this up-to-date edition of a well-established practical guide, in-house lawyers for multinational corporations and practitioners in business law will quickly develop a framework for understanding each source of protection and enhance their ability to serve their company and clients well.
Download or read book European Corporate Law written by Adriaan F.M. Dorresteijn and published by Kluwer Law International B.V.. This book was released on 2016-04-24 with total page 394 pages. Available in PDF, EPUB and Kindle. Book excerpt: This fully updated new edition provides the best-known practical overview of the law regarding companies, business activities, and capital markets in Europe, at both the European Union (EU) and Member State levels. It incorporates analysis of recent developments including the impact of global initiatives in such aspects of the corporate environment as regulation of financial institutions and non-financial reporting obligations with a view to sustainability and other social responsibility concerns. The authors, all leading experts in European corporate law, describe current and emerging trends in such areas of corporate law practice as the following: - rules on cross-border mergers; - employee involvement in business activities; - the initiatives by the Organisation for Economic Co-operation and Development (OECD) and the EU to curb tax avoidance; - Member States’ implementation of EU legislation; - a company’s freedom to incorporate in a jurisdiction not its own; - competition among the legal forms of different Member States; and - safeguarding of employee involvement in cross-border transactions. With respect to national law, the laws of Belgium, France, Germany, the Netherlands, Poland, Spain, and the United Kingdom are taken into account; Italy is now included in this new edition. As in earlier editions, the authors demonstrate that analysis and comparison of national corporate laws yield highly valuable general principles and observations, not least because business organizations, wherever located, tend to show a fundamentally similar set of legal characteristics. The Third Edition will continue to be of great value to practitioners and academics who wish to acquire a better understanding of European corporate law, in its supranational dimension as well as in the similarities and differences among the various national legal systems.
