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Corporate governance has been much in the news in recent years and lawyers are devoting increasing amount of attention to it. The passage of major federal legislation in 2002 (the Sarbanes-Oxley Act a.k.a. SOX) and 2010 (the Dodd-Frank Act) were particularly important developments, generating much new law and, as a result, much new legal work. Curiously, however, the law school casebook market has largely ignored these trends. Corporate governance is regulated by many of the same laws covered in the basic Business Associations course, but increasingly is also regulated by laws--such as SOX and Dodd-Frank--that get short shrift in the typical Business Associations casebook and course. In cont...
This new edition of Kevin McGuinness's widely cited treatise on corporate law covers the wealth of case law and legislative changes since 1999. Discover how major corporate scandals and amendments to the Canadian Business Corporations Act and Ontario Business Corporations Act have impacted the way your clients operate-and what your new responsibilities involve. Canadian Business Corporations Law, formerly known as The Law and Practice of Canadian Business Corporations, combines all commentary and analysis into a convenient, user-friendly volume that you can easily bring to court or the boardroom.
When used in conjunction with corporations, the term public is misleading. Anyone can purchase shares of stock, but public corporations themselves are uninhibited by a sense of societal obligation or strict public oversight. In fact, managers of most large firms are prohibited by law from taking into account the interests of the public in de...
Guides you through the steps necessary to conduct a proper and thorough legal investigationdescribes and advises you on the methods and skills involved.
This Hornbook clarifies rather than simply recites corporation law, while paying attention to correcting common misconceptions held among students and attorneys about the subject. This book is also intended for courts and commentators seeking the appropriate resolution of issues of corporation law. It is written in a "user-friendly" style, with citations kept to a minimum. More than just an update, the Third Edition constitutes a significant expansion and refinement of the prior editions. Among the additions are thoughtful expositions on corporate rights, purpose and social responsibility and extended historical and comparative law discussions. There are also expanded and restructured discussions of policy and doctrine in areas ranging from mergers and acquisitions and securities regulation to corporate governance and the duties of directors and controlling shareholders. These enable the reader to both view corporate law in its broad policy framework at one end, while understanding the nuances of Delaware and U.S. Supreme Court decisions at the other.
The term corporate law refers to the laws relating to corporations and their business activities in general. In the New Zealand context this includes the life-cycle of a corporation under the Companies Act 1993 and the effect of other regulatory frameworks such as the Receiverships Act 1993, the Takeovers Act 1993 and the Financial Markets Conduct Act 2013. Corporate Law in New Zealand is a modern, fresh analysis of corporate law in New Zealand that places New Zealand corporations in their historical, current and international context. Key chapters include the impact of the theory of the company on New Zealand corporate law, the nature of corporate enterprise in New Zealand, Maori/iwi companies, directors duties, shareholders rights, corporate financing, corporate insolvency, relevant financial markets law, and takeovers, amalgamations and arrangements. Selected content is drawn from the Company and Securities Law in New Zealand treatise and has been updated, reworked and significantly expanded to embrace developments in company and corporate law.
This book advances a real entity theory of company law, in which the company is a legal entity which acts autonomously in law, and company law establishes procedures facilitating autonomous organisational decision-making. The theory builds on the insight that organisations or firms are a social phenomenon outside of the law and that these are autonomous actors in their own right. They are more than the sum of the contributions of their participants and they act independently of the views and interests of their participants. This occurs because human beings change their behaviour when they act as members of a group or an organisation; in a group we tend to develop and conform to a shared stan...