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Author: Robert B. Thompson Publisher: ISBN: Category : Languages : en Pages : 25
Book Description
Delaware's century-long success in attracting corporations to use its law has provoked a recurring series of inquiries seeking to explain how one of our smallest and least populous states dominates such an important part of our national economy. The larger potential challenge to Delaware's hegemony is the continued shrinking of the space for any state corporate law as the federal government elects to encompass more and more of all fields of American law. This article develops how judicial requirements as to disclosure have become a way for Delaware to push into the part of corporate governance that has been most visibly the federal government's domain. By case law particularly visible since 2007, Delaware courts have expanded the reach of Delaware law in corporate governance via disclosure even in an age of growing federal regulation. This development shows that disclosure to protect the exercise of shareholder governance rights cannot be effectively separated from legal protection that substantively protects shareholder's ability to act within that space, protection usually provided by fiduciary duty provided by Unocal, Revlon and other such well known Delaware cases. Absent a broader federalization of corporate law, only Delaware can provide protection of both disclosure and the shareholders' substantive rights, giving Delaware a continuing advantage as a lawgiver in resolving corporate governance disputes. Additionally, this article addresses challenges made to Delaware law as indeterminate, providing a structural overview that suggests judicial review of director action can best be seen within a space running between judicial deference on one side and intrusive judicial review on the other. The article provides a schematic presentation of how various Delaware cases seen as indeterminate easily fit within such a structure.
Author: Robert B. Thompson Publisher: ISBN: Category : Languages : en Pages : 25
Book Description
Delaware's century-long success in attracting corporations to use its law has provoked a recurring series of inquiries seeking to explain how one of our smallest and least populous states dominates such an important part of our national economy. The larger potential challenge to Delaware's hegemony is the continued shrinking of the space for any state corporate law as the federal government elects to encompass more and more of all fields of American law. This article develops how judicial requirements as to disclosure have become a way for Delaware to push into the part of corporate governance that has been most visibly the federal government's domain. By case law particularly visible since 2007, Delaware courts have expanded the reach of Delaware law in corporate governance via disclosure even in an age of growing federal regulation. This development shows that disclosure to protect the exercise of shareholder governance rights cannot be effectively separated from legal protection that substantively protects shareholder's ability to act within that space, protection usually provided by fiduciary duty provided by Unocal, Revlon and other such well known Delaware cases. Absent a broader federalization of corporate law, only Delaware can provide protection of both disclosure and the shareholders' substantive rights, giving Delaware a continuing advantage as a lawgiver in resolving corporate governance disputes. Additionally, this article addresses challenges made to Delaware law as indeterminate, providing a structural overview that suggests judicial review of director action can best be seen within a space running between judicial deference on one side and intrusive judicial review on the other. The article provides a schematic presentation of how various Delaware cases seen as indeterminate easily fit within such a structure.
Author: Reza Dibadj Publisher: ISBN: Category : Languages : en Pages : 29
Book Description
Corporate law, as epitomized by the statutes and common law of the State of Delaware, has painted itself into a corner. Shareholders are too often unprotected -- whether it be by statute or through the well-known and articulated fiduciary duties of care, loyalty, or good faith. This Article argues that the least- theorized and utilized fiduciary duty -- disclosure or candor -- represents the last frontier for corporate law, assuming it retains even a small hope of providing protection for shareholders. My thesis is counter-intuitive; after all, how can a topic that barely merits a footnote in most discussions of corporate law represent a “new frontier” for Delaware?The argument proceeds in three principal sections. Part I discusses how few protections shareholders actually enjoy in the corporate law canon. Part II tells the story of the most under-theorized and under-utilized fiduciary duty: the duty of disclosure, interchangeably called the duty of candor. Cases remind us that directors perhaps need to disclose information to shareholders, but the duty remains painfully unclear and the case law sparse. How much information? When does this duty kick in? I argue that one must conceptualize a robust duty of disclosure under state law. Part III suggests that notwithstanding these legitimate, and even powerful criticisms, the duty of disclosure under state law is worthy of serious consideration.
Author: By Edward P. Welch, Robert S. Saunders, Allison L. Land, Jennifer C. Voss, Andrew J. Turezyn Publisher: Wolters Kluwer ISBN: 145485698X Category : Law Languages : en Pages : 1910
Book Description
For quick access to Delaware Corporation Law when youand’re away from the office, hereand’s a handy portable version of Folk you can easily carry to court in your briefcase. Adapted from the major 3-volume analysis of Delaware Corporation Law that is constantly cited by courts and relied upon daily by corporate lawyers everywhere, Folk Fundamentals gives you: The complete text of the Delaware General Corporation Law The essential and most commonly used analytic elements of the larger setand’s commentary Take this convenient one-volume softcover and“distillationand” any place you need to refer to Folk on the spot. Organized for Quick and Easy Reference! Following the unique and convenient organizational format of the 3-volume set, Folk Fundamentals provides annotated commentary with each section of the statute. Each sectionand’s commentary incorporates discussion of every significant court decision (including non-Delaware cases) that interprets the language and intent of that section, and adds the incisive analysis of Folk and his successor authors. This expert commentary synthesizes statute, cases, and analysis into clear, up-to-date guidance that can be put to immediate use in any business activity or situation affected by Delaware Corporation Law . With Folk Fundamentals, youand’ll be able to: Locate any provision of Delaware Corporation Lawand—quickly Quote directly from the statute or commentary in the office or the courtroom Support or counter arguments with Folkand’s proven analysis
Author: Edward P. Welch Publisher: Wolters Kluwer ISBN: 1454872454 Category : Law Languages : en Pages : 1942
Book Description
For quick access to Delaware Corporation Law when you're away from the office, here's a handy portable version of Folk you can easily carry to court in your briefcase. Adapted from the major 3-volume analysis of Delaware Corporation Law that is constantly cited by courts and relied upon daily by corporate lawyers everywhere, Folk Fundamentals gives you: The complete text of the Delaware General Corporation Law The essential and most commonly used analytic elements of the larger set's commentary Take this convenient one-volume softcover -distillation- any place you need to refer to Folk on the spot. Organized for Quick and Easy Reference! Following the unique and convenient organizational format of the 3-volume set, Folk Fundamentals provides annotated commentary with each section of the statute. Each section's commentary incorporates discussion of every significant court decision (including non-Delaware cases) that interprets the language and intent of that section, and adds the incisive analysis of Folk and his successor authors. This expert commentary synthesizes statute, cases, and analysis into clear, up-to-date guidance that can be put to immediate use in any business activity or situation affected by Delaware Corporation Law . With Folk Fundamentals, you'll be able to: Locate any provision of Delaware Corporation Law--quickly Quote directly from the statute or commentary in the office or the courtroom Support or counter arguments with Folk's proven analysis
Author: Robert S. Saunders Publisher: Wolters Kluwer Law & Business ISBN: 1543836682 Category : Corporation law Languages : en Pages : 1830
Book Description
For quick access to Delaware Corporation Law when you're away from the office, here's a handy portable version of Folk you can easily carry to court in your briefcase. Adapted from the major 4-volume analysis of the Delaware General Corporation Law the Delaware Limited Liability Company Act that is constantly cited by courts and relied upon daily by corporate lawyers everywhere, Folk Fundamentals gives you: The complete text of the Delaware General Corporation Law The complete text of the Delaware Limited Liability Company Act The essential and most commonly used analytic elements of the larger set's commentary Take this convenient one-volume softcover "distillation" any place you need to refer to Folk on the spot. Organized for Quick and Easy Reference! Following the unique and convenient organizational format of the 4-volume set, Folk Fundamentals provides annotated commentary with each section of the statutes. Each section's commentary incorporates discussion of every significant court decision (including non-Delaware cases) that interprets the language and intent of that section, and adds the incisive analysis of Folk and his successor authors. This expert commentary synthesizes statutes, cases, and analysis into clear, up-to-date guidance that can be put to immediate use in any business activity or situation affected by Delaware Corporation Law or the Delaware Limited Liability Company Act. With Folk Fundamentals, you'll be able to: Locate any provision of the Delaware General Corporation Law--quickly Locate any provision of the Delaware Limited Liability Company Act--quickly Quote directly from the statutes or commentary in the office or the courtroom Support or counter arguments with Folk's proven analysis
Author: Stephen M. Bainbridge Publisher: Cambridge University Press ISBN: 1108654452 Category : Law Languages : en Pages : 270
Book Description
Delaware is the state of incorporation for almost two-thirds of the Fortune 500 companies, as well as more than half of all companies listed on the New York Stock Exchange, NASDAQ, and other major stock exchanges. This gives Delaware a seemingly unchallengeable position as the dominant producer of US corporate law. In recent years, however, some observers have suggested that Delaware's competitive position is eroding. Other states have long tried to chip away at Delaware's position, and recent Delaware legal developments may have strengthened the case for incorporating outside Delaware. More important, however, the federal government increasingly is preempting corporate governance law. The contributors to this volume are leading academics and practitioners with decades of experience in Delaware corporate law. They bring together a variety of perspectives that collectively provide the reader with a broad understanding of how Delaware achieved its dominant position and the threats it faces.
Author: Edward P. Welch Publisher: Wolters Kluwer ISBN: 0735593086 Category : Law Languages : en Pages : 1262
Book Description
For quick access to Delaware Corporation Law when you’re away from theoffice, here’s a handy portable version of Folk you caneasily carry to court in your briefcase. Adapted from the major 3-volumeanalysis of Delaware Corporation Law that is constantly cited by courtsand relied upon daily by corporate lawyers everywhere, Folk Fundamentalsgives you:The complete text of the Delaware General Corporation LawThe essential and most commonly used analytic elements of the larger set’scommentaryTake this convenient one-volume softcover “distillation” any place you need torefer to Folk on the spot.Organized for Quick and Easy Reference!Following the unique and convenient organizational format of the 3-volume set,Folk Fundamentals provides annotated commentary with each section ofthe statute. Each section’s commentary incorporates discussion of everysignificant court decision (including non-Delaware cases) that interprets thelanguage and intent of that section, and adds the incisive analysis of Folkand his successor authors. This expert commentary synthesizes statute, cases,and analysis into clear, up-to-date guidance that can be put to immediate usein any business activity or situation affected by Delaware Corporation Law.With Folk Fundamentals, you’ll be able to:Locate any provision of Delaware Corporation Law —quicklyQuote directly from the statute or commentary in the office or the courtroomSupport or counter arguments with Folk ’s proven analysis
Author: Real Estate Exam Professionals Ltd. Publisher: Real Estate Exam Professionals, Ltd. ISBN: 046344597X Category : Law Languages : en Pages : 463
Book Description
Pass the 2020 Delaware VUE Real Estate Salesperson Exam effortlessly on your 1st try. In this simple course, which includes both the Delaware state and VUE question and answer exam prep study guide, not only will you learn to pass the state licensing exam, you will also learn: - How to study for the DE exam quickly and effectively. - Secrets to Passing the Real Estate Exam even if you do not know the answer to a question. - How to tackle hard real estate MATH questions with ease and eliminate your fears. - Tips and Tricks from Real Estate Professionals, professional exam writers and test proctors. It will also answer questions like: - Do I need other course materials from companies like Allied Real Estate School? How about Anthony Real Estate School or Kaplan Real Estate School? Are they even good schools to attend? - What kinds of questions are on the Delaware Real Estate License Exam? - Should I use the DE Real Estate License Exams for Dummies Book? This Real Estate Study Guide contains over 1200+ real estate exam questions and answers with full explanations. It includes the Delaware State Specific portion, the VUE portion, real estate MATH ONLY section, and real estate vocabulary only exams. You will receive questions and answers that are similar to those on the Delaware Department of Real Estate Exam. You deserve the BEST real estate exam prep program there is to prepare you to pass, and it gets no better than this. The Delaware Real Estate Salesperson Exam is one of the hardest state test to pass in the United States. We have compiled this simple exam cram book that quickly and easily prepares you to take your state licensing exam and pass it on the 1st try with the VUE exam. Our Real Estate Exam Review is designed to help you pass the real estate exam in the quickest, easiest and most efficient manner possible. Throw away your real estate course test books and class notes, this is all you need to pass!
Author: Robert B. Thompson
Author: Robert B. Thompson
Author: Reza Dibadj
Author: By Edward P. Welch, Robert S. Saunders, Allison L. Land, Jennifer C. Voss, Andrew J. Turezyn
Author: Edward P. Welch
Author: Robert S. Saunders
Author: 
Author: Stephen M. Bainbridge
Author: Stephen M. Bainbridge
Author: Edward P. Welch
Author: Real Estate Exam Professionals Ltd.