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Corporations, Law and Policy: Materials and Problems

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TLDR
The Eighth edition of the casebook is based on the proposition that the best approach to teaching corporation law is to present students with a variety of problems that practitioners face, together with legal material relevant to their solution.
Abstract
Like its predecessors, the Eighth Edition of this casebook is based on the proposition that the best approach to teaching corporation law is to present students with a variety of problems that practitioners face, together with legal material relevant to their solution. This is supplemented with readings designed to give the student an understanding of the conceptual and policy issues that are influencing the evolution of the law. The first half of the book introduces basic business concepts essential to understanding business law including risk, valuation, and accounting. It presents problems relating to corporate formation, financing, and organization; the role of the corporation in society; the role of the corporate lawyer; and piercing the corporate veil. The second half of the book is devoted primarily to an analysis of fiduciary duties. It includes much new material dealing with the rapidly-evolving area of corporate governance, including executive compensation, shareholder voting, and the relationship between state and federal corporate and securities laws. Recognizing its growing importance as the preferred organizational form for many businesses, the Eighth Edition adds new material dealing with the limited liability company.

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Journal ArticleDOI

Financial covenants in the markets for public and private debt

TL;DR: In this paper, the authors analyse a sample of 36 recently issued Australian public debt contracts and document a considerable change in the "package" of financial covenants used in public debt contract.
Journal ArticleDOI

Law, Finance and Innovation: The Dark Side of Shareholder Protection

TL;DR: In this paper, a three-stage least-square estimation on a sample of 48 countries over 1993-2006 was performed to find that countries with stronger shareholder protection tend to have larger market capitalization but also lower innovation activity.
Journal ArticleDOI

Law, finance and innovation: the dark side of shareholder protection

TL;DR: In this paper, a three-stage least squares estimation was performed on a sample of 48 countries during 1993-2006 and found that countries with stronger shareholder protection tend to have larger market capitalization but also lower innovative activity.
Journal ArticleDOI

Verslo sprendimo taisyklės taikymo priežastys

TL;DR: In this paper, the authors analyzed the reasons which led to the formation of the business judgment rule and its implementation in the United States of America and concluded that the business judgement rule was implemented in the US case law with the purpose to guarantee and declare clearly that the ultimate decision maker within the private legal entity are board members or chief executive officers and not the courts.
Posted Content

Shareholder Democracy and Corporate Governance

TL;DR: This article reviewed evidence from the corporate finance literature that these risks are more than hypothetical, as well as the social choice literature implying that corporate governance likely benefits from a concentration of authority in management.