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Book Folk on the Delaware general corporation law

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 Folk on the Delaware General Corporation Law  7th Edition

Download or read book Folk on the Delaware General Corporation Law 7th Edition written by Welch, Saunders, Voss, and Land and published by Wolters Kluwer. This book was released on with total page 4994 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Book Regulation of Money Managers

    Book Details:
  • Author : Tamar Frankel
  • Publisher : Wolters Kluwer
  • Release : 2015-09-16
  • ISBN : 145487063X
  • Pages : 4826 pages

Download or read book Regulation of Money Managers written by Tamar Frankel and published by Wolters Kluwer. This book was released on 2015-09-16 with total page 4826 pages. Available in PDF, EPUB and Kindle. Book excerpt: The Regulation of Money Managers (with the original subtitle: The Investment Company Act and The Investment Advisers Act) was published in 1978 and 1980. The Second Edition, subtitled Mutual Funds and Advisers, was published in 2001 and has been annually updated since then. It is a comprehensive and exhaustive treatise on investment management regulation. The treatise covers federal and state statutes, their legislative history, common law, judicial decisions, rules and regulations of the Securities and Exchange Commission, staff reports, and other publications dealing with investment advisers and investment companies. The treatise touches on other financial institutions such as banks, insurance companies, and pension funds. The work also discusses the economic, business, and theoretical aspects of the investment management industry and their effects on the law and on policy. The treatise contains detailed analysis of the history and development of the Investment Company Act and the Investment Advisers Act. It examines the definitions in the Acts, including the concept of ‘‘investment adviser,’’ ‘‘affiliates,’’ and ‘‘interested persons.’’ It outlines the duties of investment company directors, the independent directors, and other fiduciaries of investment companies. The treatise deals with the SEC’s enforcement powers and private parties’ rights of action.

Book Partnerships  Joint Ventures   Strategic Alliances

Download or read book Partnerships Joint Ventures Strategic Alliances written by Stephen I. Glover and published by Law Journal Press. This book was released on 2003 with total page 736 pages. Available in PDF, EPUB and Kindle. Book excerpt: Helps you dissect any proposed transaction, spot the issues that need to be addressed, and achieve a successful outcome. This book includes discussions on: building a successful partnership, joint venture and strategic alliance; choice of entity considerations; fiduciary duties; tax and regulatory issues; and the role of lawyers.

Book Business Organizations Law in Focus

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 The Evolution of Legal Business Forms in Europe and the United States

Download or read book The Evolution of Legal Business Forms in Europe and the United States written by Erik M. Vermeulen and published by Kluwer Law International B.V.. This book was released on 2003-01-01 with total page 390 pages. Available in PDF, EPUB and Kindle. Book excerpt: The evolution of partnership forms is stimulated by powerful economic forces that can lead to widespread prosperity and wealth creation for a society. Given the importance of closely held firms in the United States and Europe, The Evolution of Legal Business Forms in Europe and the United States argues that partnership law should trouble itself less with historical and descriptive arguments about the legal rules and structure of the partnership form and focus much more on the new analytical apparatus of the economics of organizational form as well the fundamental economic learning that informs the debates on limited liability, partnership rules regarding management and control, conflict resolution and fiduciary duties. Introducing and extending the best available theories from law and economics, particularly those from the theory of the firm, This book?s analysis demonstrates that the patterns of European partnership law and its recent history are best understood from an economic and comparative law perspective. By examining the economic theories of the firm and the economics of organization choice, The Evolution of Legal Business Forms in Europe and the United States conceives partnership-type business forms as contractual entities. The key feature of the modern partnership form is that partners have significant flexibility and power to limit their liability, transfer all of their rights, and to freely exit the firm. Another key feature of partnership law is the insight that lawmakers should provide the rules and enforcement mechanisms to regulate the important relationships within the partnership. This book applies an efficiency test to determine which sets of default rules are likely to resolve the main problems in partnerships. Having identified partnership law with the economic theory of organization, The Evolution of Legal Business Forms in Europe and the United States then goes to argue that most of partnership law is directed at offering bundles of legal rules for different types of firms. Lawmakers should promote partnership rules that attract investors and can be expected to be efficient if they allow entrepreneurs to freely select the bundle of rules that best match their priorities. In a modern vision of partnership law, lawmakers promote economic welfare through creating non-mandatory rules that allow multiple businesses to switch to a favourable business form without significant costs. Jurisdictions plagued by falling incorporations and low levels of small and medium business activity, should abandon the mandatory and standardized framework and the `lock in? effect that it promotes, and focus on the mechanisms of legal evolution and rules that tend to mimic the market. This innovation work will have ramifications felt across European jurisdictions, and will be debated by a large audience of policymakers and academic lawyers involved in law reform. Moreover, the book will receive serious attention from students of law and economics, as well as practising lawyers involved in resolving complex issues of organizational law. Review (s) ?Vermeulen?s work makes a significant contribution to the dialogue between legal scholars and policy makers from Europe and the United States on the matter of business entity law reform. The volume is ambitious in scope, thoughtful in approach, and accurate in result. It shows a well-read and nuanced view of the recent American partnership law reform debates. He moves with assurance between different systems of law and analysis, and has a confident sense of what his diverse readers need to know to come to the ultimate discussion with a common sense of the issues and alternatives at hand. Vermeulen?s work should serve as a starting point for a robust discussion among scholars and policy makers.?

Book The Governance of Close Corporations and Partnerships

Download or read book The Governance of Close Corporations and Partnerships written by Joseph McCahery and published by Oxford University Press, USA. This book was released on 2004 with total page 500 pages. Available in PDF, EPUB and Kindle. Book excerpt: This book examines the limited liability business forms that have recently emerged, and seeks to identify the forces that have led to the emergence of new business forms for small and medium-sized businesses. Focusing on the US, UK, and continental Europe, the contributors analyse the Limited Liability Company, the Limited Liability Partnership, and the new business forms proposed in Europe.

Book Limited Liability Entities

    Book Details:
  • Author : Bradley T. Borden
  • Publisher : Wolters Kluwer
  • Release : 2012-05-17
  • ISBN : 1454820209
  • Pages : 20092 pages

Download or read book Limited Liability Entities written by Bradley T. Borden and published by Wolters Kluwer. This book was released on 2012-05-17 with total page 20092 pages. Available in PDF, EPUB and Kindle. Book excerpt: The foremost authority on state laws governing limited liability companies, limited partnerships, and limited liability partnerships. This resource covers choice of entity, formation, admission, dissociation, dissolution, wind up, tax treatment; statutory and case sources are brought together in an accessible manner. By Bradley T. Borden, Robert J. Rhee Limited Liability Entities: State by State Guide to LLCs, LPs and LLPs is the country's foremost authority on the state laws governing limited liability companies, limited partnerships, and limited liability partnerships. It contains expert analysis and commentary by two of the nation's most renowned experts in this area of the law and compiles statutory and case sources in an accessible manner. Authors Bradley Borden and Robert Rhee provide seven annual updates to this product, making it the most timely and comprehensive work of its kind. Volume 1 provides a comprehensive overview of limited liability entities. It begins with a detailed review of the history and evolution of limited liability entities. It then provides an in-depth examination of the general state-law principles that govern limited liability entities, using the uniform limited liability entity laws as a basis for the discussion. Volume 1 also provides comprehensive coverage of the tax treatment of limited liability entities. Starting with Volume 2, the treatise provides in-depth coverage of the respective state laws that govern limited liability entities. For each state, the treatise provides commentary about the state law, including discussion of relevant case rulings. In these commentaries and when appropriate, comparisons are made to other state law and the uniform laws. These volumes also reproduce the relevant state laws that govern limited liability entities. Volume 2 covers the states of Alabama through Colorado Volume 3 covers the states of Connecticut through Hawaii Volume 4 covers the states of Idaho through Kentucky Volume 5 covers the states of Louisiana through Minnesota Volume 6 covers the states of Mississippi through New Hampshire Volume 7 covers the states of New Jersey through Ohio Volume 8 covers the states of Oklahoma through South Dakota Volume 9 covers the states of Tennessee through Vermont Volume 10 covers the states of Virginia through Wyoming

Book Reports of the United States Tax Court

Download or read book Reports of the United States Tax Court written by United States. Tax Court and published by . This book was released on 2009 with total page 394 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Book Lubaroff   Altman on Delaware Limited Partnerships

Download or read book Lubaroff Altman on Delaware Limited Partnerships written by Martin I. Lubaroff and published by Wolters Kluwer. This book was released on 1995-01-01 with total page 2782 pages. Available in PDF, EPUB and Kindle. Book excerpt: The first complete guide containing everything needed to form, operate and dissolve a Delaware limited partnership, including forms prepared by the authors, explanations of every statutory section, and analysis of fiduciary duties, protections, reorganization, foreign limited partnerships, derivative actions, and indemnification rights. By Martin I. Lubaroff and Paul M. Altman. The text of every section of the Delaware Revised Uniform Limited Partnership Act, as revised from 1983 through 2011, is set out in full, showing additions and deletions in each version of the act. The explanations of every statutory section cover all practical aspects of forming, operating, and dissolving a limited partnership. Thorough explanations of statutory provisions are integrated with detailed analysis of case law from Delaware. Plus, timely coverage is given to critical legal issues: Fiduciary duties of the partners Protections related to the liability of limited partners Defining the financial aspects of the limited partnership General and limited partners Reorganization of a limited partnership with or into other types of business entities Foreign limited partnerships Derivative actions Indemnification rights that can be granted to partners under a partnership agreement Delaware limited liability companies

Book Business Organizations for Paralegal

Download or read book Business Organizations for Paralegal written by Deborah E. Bouchoux and published by Aspen Publishing. This book was released on 2022-01-31 with total page 1076 pages. Available in PDF, EPUB and Kindle. Book excerpt: Business Organizations for Paralegals by Deborah E. Bouchoux offers comprehensive overview of business organizations, presented in a student-friendly format Business Organizations for Paralegals covers of all the various types of business organizations and provides a basic and thorough understanding without overwhelming students. Each business entity is discussed using a logical “life cycle” approach: from its formation, to its advantages and disadvantages, to its operation, to its dissolution, and to its tax consequences. The text begins with an introduction to the various business entities and then progresses from the simplest, the sole proprietorship, through partnerships, to the most complex, the business corporation. The newest forms of business entities, the limited liability partnership and limited liability company, are also discussed. The text concludes with “other” forms of corporations, such as nonprofit and professional corporations. The text combines in-depth substantive coverage of topics with practical information, including checklists. Throughout, helpful pedagogy reinforces the material, including web resources, key terms, practice tips, and exercises. New to the Ninth Edition: New case illustrations, discussion questions, and Net Worth questions New and updated charts Discussion of the Corporate Transparency Act of 2021 Discussions of the shift away from the shareholder primacy doctrine to a new standard for corporate responsibility in which the interests of other stakeholders are considered when corporations take action Examination of green and social bonds, by which corporations fund eco-friendly projects or raise funds for social projects such as affordable housing An entirely new section in Chapter Eleven on governance trends, especially ESG issues, such as improving diversity in the boardroom and proposals to combat climate change Discussion of direct listings and SPACs (special purpose acquisition companies) as alternatives to IPOs The use of new stock trading apps such as Robinhood and the 2021 short sale of meme stock GameStop The SEC’s actions against celebrities for touting cryptocurrency investments The effect of the #MeToo and Black Lives Matter movements on businesses The significance of the COVID-19 pandemic in various business-related issues Professors and students will benefit from: Comprehensive, classroom-tested text designed for paralegal students Timely coverage of new trends and topics Excellent pedagogy and well-written text make a dense topic accessible Helpful visual aids and charts that illustrate and highlight important topics Sample forms that appear in context throughout the book Discussion of the role of the paralegal in each chapter

Book Business Organizations Law in Focus

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 Limited Liability Company   Partnership Answer Book  5th Edition

Download or read book Limited Liability Company Partnership Answer Book 5th Edition written by Nelson and published by Wolters Kluwer Law & Business. This book was released on 2024 with total page 2156 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Book Commercial Real Estate Transactions Handbook

Download or read book Commercial Real Estate Transactions Handbook written by Mark A. Senn and published by Wolters Kluwer. This book was released on 2009-01-01 with total page 2520 pages. Available in PDF, EPUB and Kindle. Book excerpt: With the number and complexity of commercial real estate transactions reaching unprecedented levels, professionals in this high-stakes industry face a daunting task: keeping up with the constant legal and regulatory changes that can impact every phase of a deal. Commercial Real Estate Transactions Handbook, Fourth Edition will help you plan, negotiate and close deals using the insights and strategies of nationally recognized real estate attorney Mark Senn and over 20 experts in the field. Collectively, the editor and contributors have handled virtually every possible variation of commercial real estate transactions. Their clear, concise discussions will guide you step-by-step through each phase: Land and space acquisition Creating the owning entity, design and construction, due diligence, interim and term financing, and occupancy leases The ultimate sale or disposition of the project In addition, Commercial Real Estate Transactions Handbook is logically organized by topic, so you always find the information you need quickly and easily. Each chapter covers one broad topic area. Major subjects are then distilled into highly informative sections that focus on specific practice-oriented suggestions from the unique perspective of the and“less experiencedand” or and“disadvantagedand” party.

Book Cases and Materials on Business Entities

Download or read book Cases and Materials on Business Entities written by Eric A. Chiappinelli and published by Aspen Publishing. This book was released on 2018-03-30 with total page 1188 pages. Available in PDF, EPUB and Kindle. Book excerpt: Intended for the basic course in Business Organizations, Cases and Materials on Business Entities encompasses corporations, agency, partnership, and LLCs. Its extended coverage of alternative business entities distinguishes it from the more limited corporations-focused coverage of many business organizations texts. The author includes elaborate problems designed to help students become practice-ready as well as enhanced coverage of LLCs and principal cases that were decided within the last 20 years. The recipient of numerous teaching awards and a former clerk at the California Supreme Court and the U.S. District court, author Eric Chiappinelli has taught, written, and practiced extensively in business entities, corporate law, securities regulation, and civil procedure. Key Features: Over 20 new cases, including Shawe v. Elting (Del. 2017). All principal cases are less than 20 years old. Corporation chapters reflect MBCA (2016), and Partnership materials reflect UPA (2013). LLC chapter has been revised and updated. New materials on ultra vires and ultimate beneficiaries. New discussion of DGCL §§ 204 and 205 and MBCA (2016) Subchapter E (ratifying defective acts) New real-life examples: Kate Spade acquired by Coach and Toys “R” Us bankruptcy.