The Corporate Contract In Changing Times
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The Corporate Contract In Changing Times
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Author : Steven Davidoff Solomon
language : en
Publisher: University of Chicago Press
Release Date : 2019-03-08
The Corporate Contract In Changing Times written by Steven Davidoff Solomon and has been published by University of Chicago Press this book supported file pdf, txt, epub, kindle and other format this book has been release on 2019-03-08 with Law categories.
Over the past few decades, significant changes have occurred across capital markets. Shareholder activists have become more prominent, institutional investors have begun to wield more power, and intermediaries like investment advisory firms have greatly increased their influence. These changes to the economic environment in which corporations operate have outpaced changes in basic corporate law and left corporations uncertain of how to respond to the new dynamics and adhere to their fiduciary duties to stockholders. With The Corporate Contract in Changing Times, Steven Davidoff Solomon and Randall Stuart Thomas bring together leading corporate law scholars, judges, and lawyers from top corporate law firms to explore what needs to change and what has prevented reform thus far. Among the topics addressed are how the law could be adapted to the reality that activist hedge funds pose a more serious threat to corporations than the hostile takeovers and how statutory laws, such as the rules governing appraisal rights, could be reviewed in the wake of appraisal arbitrage. Together, the contributors surface promising paths forward for future corporate law and public policy.
The Corporate Contract In Changing Times
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Author : Steven Davidoff Solomon
language : en
Publisher: University of Chicago Press
Release Date : 2019-03-08
The Corporate Contract In Changing Times written by Steven Davidoff Solomon and has been published by University of Chicago Press this book supported file pdf, txt, epub, kindle and other format this book has been release on 2019-03-08 with Law categories.
Over the past few decades, significant changes have occurred across capital markets. Shareholder activists have become more prominent, institutional investors have begun to wield more power, and intermediaries like investment advisory firms have greatly increased their influence. These changes to the economic environment in which corporations operate have outpaced changes in basic corporate law and left corporations uncertain of how to respond to the new dynamics and adhere to their fiduciary duties to stockholders. With The Corporate Contract in Changing Times, Steven Davidoff Solomon and Randall Stuart Thomas bring together leading corporate law scholars, judges, and lawyers from top corporate law firms to explore what needs to change and what has prevented reform thus far. Among the topics addressed are how the law could be adapted to the reality that activist hedge funds pose a more serious threat to corporations than the hostile takeovers and how statutory laws, such as the rules governing appraisal rights, could be reviewed in the wake of appraisal arbitrage. Together, the contributors surface promising paths forward for future corporate law and public policy.
Contract Law In Changing Times
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Author : Normann Witzleb
language : en
Publisher: Taylor & Francis
Release Date : 2022-12-30
Contract Law In Changing Times written by Normann Witzleb and has been published by Taylor & Francis this book supported file pdf, txt, epub, kindle and other format this book has been release on 2022-12-30 with Law categories.
This collection of essays provides a rich and contemporary discussion of the principle of pacta sunt servanda. This principle, which requires that valid agreements are to be honoured, is a cornerstone of contract law. Focusing on contributions from Asia, this book shows that, despite its natural and universal appeal, the pacta sunt servanda principle is neither absolute nor immutable. Exceptions to the binding force of contract must be available in limited circumstances to avoid hardship and unfairness. This book offers readers new comparative perspectives on the appropriate balance between contractual certainty and flexibility in an era of social instability. Expert authors, mostly from East and Southeast Asia, explore when their domestic legal systems allow exceptions from the binding force of contracts. Doctrines discussed include impossibility, frustration, change of circumstance, force majeure, illegality as well as rights of withdrawal. Other chapters consider the importance of the pacta principle in international law. The challenges posed by the COVID-19 pandemic feature strongly in the majority of contributions.
Transnational Fiduciary Law
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Author : Seth Davis
language : en
Publisher: Cambridge University Press
Release Date : 2024-02-08
Transnational Fiduciary Law written by Seth Davis and has been published by Cambridge University Press this book supported file pdf, txt, epub, kindle and other format this book has been release on 2024-02-08 with Law categories.
This book assesses the conceptualization and legal response to the social problem of abuse of fiduciary authority in transnational context.
Commentaries And Cases On The Law Of Business Organization
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Author : William T. Allen
language : en
Publisher: Aspen Publishing
Release Date : 2021-01-31
Commentaries And Cases On The Law Of Business Organization written by William T. Allen and has been published by Aspen Publishing this book supported file pdf, txt, epub, kindle and other format this book has been release on 2021-01-31 with Law categories.
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
Court Supervised Restructuring Of Large Distressed Companies In Asia
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Author : Wai Yee Wan
language : en
Publisher: Bloomsbury Publishing
Release Date : 2022-07-28
Court Supervised Restructuring Of Large Distressed Companies In Asia written by Wai Yee Wan and has been published by Bloomsbury Publishing this book supported file pdf, txt, epub, kindle and other format this book has been release on 2022-07-28 with Law categories.
This book provides an in-depth analysis of 4 economically significant Asian jurisdictions: Mainland China, India, Hong Kong and Singapore. These jurisdictions have recently either reformed – or are considering reforming – their corporate restructuring laws to promote regimes conducive to restructuring financially distressed, but otherwise economically viable, companies. Mainland China, India, Hong Kong and Singapore continue to adhere to a framework that requires the court's final approval but draw references from Chapter 11 of the Bankruptcy Code 1978 in the United States and/or the schemes of arrangement in the United Kingdom. However, the institutional and market structures are very different in Asia; in particular, Asia has a far higher concentration in shareholdings among listed firms, including holdings by families and the state, and a different composition of creditors. The book explains how, notwithstanding the legal transplantation, corporate restructuring laws in these Asian jurisdictions have adapted and evolved due to the frictions in shareholder-creditor and creditor-creditor relationships, and the role of the state in resolving non-performing loans and financial distress of state-owned enterprises which are listed, or which issue public debt. The study argues that any reforms must go beyond professionalising the insolvency professionals and the judiciary but must be designed to address fundamental issues of corporate governance, bank regulation and enforcing non-bankruptcy rules. It offers invaluable insights for academics and policy makers alike.
Research Handbook On Representative Shareholder Litigation
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Author : Sean Griffith
language : en
Publisher: Edward Elgar Publishing
Release Date : 2018-11-30
Research Handbook On Representative Shareholder Litigation written by Sean Griffith and has been published by Edward Elgar Publishing this book supported file pdf, txt, epub, kindle and other format this book has been release on 2018-11-30 with LAW categories.
Written by leading scholars and judges in the field, the Research Handbook on Representative Shareholder Litigation is a modern-day survey of the state of shareholder litigation. Its chapters cover securities class actions, merger litigation, derivative suits, and appraisal litigation, as well as other forms of shareholder litigation. Through in-depth analysis of these different forms of litigation, the book explores the agency costs inherent in representative litigation, the challenges of multijurisdictional litigation and disclosure-only settlements, and the rise of institutional investors. It explores how related issues are addressed across the globe, with examinations of shareholder litigation in the United States, Canada, the United Kingdom, the European Union, Israel, and China. This Research Handbook will be an invaluable resource on this important topic for scholars, practitioners, judges and legislators.
Changing Times
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Author :
language : en
Publisher:
Release Date : 1991
Changing Times written by and has been published by this book supported file pdf, txt, epub, kindle and other format this book has been release on 1991 with Finance, Personal categories.
A Short And Happy Guide To Business Contracts
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Author : RACHEL J. BARNETT
language : en
Publisher: West Academic Publishing
Release Date : 2021-03-04
A Short And Happy Guide To Business Contracts written by RACHEL J. BARNETT and has been published by West Academic Publishing this book supported file pdf, txt, epub, kindle and other format this book has been release on 2021-03-04 with categories.
Contracts play a large part in advising companies as they transact business in today's unique environment. This book modernizes the teaching of contract law by providing a current perspective on negotiating contracts, thoughtfully explaining complex legal concepts and providing useful practitioner tips and insights based on decades of hands-on experience. Written by an experienced General Counsel and lecturer at Columbia Law School, A Short & Happy Guide to Business Contracts empowers readers to learn the main terms found in nearly all business contracts. The newly released updated version explores in greater depth contract clauses that have become particularly relevant in recent times, such as force majeure clauses and data security and privacy terms, as well as many other key provisions that have become a focal point during these unique and unprecedented times. A Short & Happy Guide to Business Contracts is a must read for anyone who wants to truly understand how practitioners negotiate business contracts and avoid common pitfalls. It will be an essential playbook that will be kept on your desk and referenced frequently when learning how to draft effective business contracts.
Reconstructing The Corporation
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Author : Grant M. Hayden
language : en
Publisher: Cambridge University Press
Release Date : 2021-03-11
Reconstructing The Corporation written by Grant M. Hayden and has been published by Cambridge University Press this book supported file pdf, txt, epub, kindle and other format this book has been release on 2021-03-11 with Business & Economics categories.
This book critically examines shareholder primacy and develops a new theory of shared corporate governance that includes employees.