Guide to the Takeover Law of Delaware PDF Download

Author: Craig B. Smith
Publisher:
ISBN:
Category : Consolidation and merger of corporations
Languages : en
Pages : 388

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Author: Craig B. Smith
Publisher:
ISBN: 9781558714496
Category : Consolidation and merger of corporations
Languages : en
Pages :

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... analyzes Section 203 of Delaware's General Corporation Law, which was adopted to encourage fully priced tended offers and negotiated acquisitions and discourage highly leveraged takeovers of corporations.

Author: Lawrence A. Hamermesh
Publisher:
ISBN:
Category : Consolidation and merger of corporations
Languages : en
Pages : 428

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Author: Bernard S. Black
Publisher:
ISBN:
Category : Antitakeover strategies
Languages : en
Pages : 44

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Author: Prakhar Vaish
Publisher:
ISBN:
Category :
Languages : en
Pages : 0

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Book Description
The Delaware Takeover law is a multitude of regimes that govern the conduct of Board of Directors in a business acquisition setting. During an acquisition there are numerous risks that need to be addressed including business risks, financial risks, commercial litigation, tax, intellectual property infringement, and antitrust issues. When a board is confronted with a proposed transaction, it has the obligation to determine whether the offer is in the best interests of the corporation and its shareholders. Absent certain limited set of circumstances when it needs to emphasize on short-term merits of the transaction, the board must focus at the long-term strategy of the combined company. This paper discusses the bidding war between Verizon and Qwest Communications over the acquisition of MCI, Inc. By invoking the legal mandate governing the Delware Corporate takeover law, the paper attempts to highlight such nuances of an acquisition setting.

Author:
Publisher:
ISBN:
Category : Consolidation and merger of corporations
Languages : en
Pages : 394

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Author: Delaware
Publisher:
ISBN:
Category : Tender offers (Securities)
Languages : en
Pages :

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Author: Rodman Ward
Publisher: Aspen Publishers
ISBN:
Category : Corporation law
Languages : en
Pages : 1086

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Book Description
As reporter for the revised Delaware Corporation Law, Ernest L. Folk played the decisive role in the actual drafting of the law. His great subsequent analysis now in its Fourth Edition is organized by code section, with incisive and extensively annotated commentary that includes: Strategies and options for specific business decisions and activities under the statute -- Detailed analysis of the practical applications and effects of each statutory provision and judicial decision -- All the major cases, many of them unreported and unavailable in any other source. You'll find easy-to-follow, ready-to-use guidance on such important matters as: Duties of officers and directors -- Director and officer liability -- The business judgment rule -- Standards of fairness in corporate transactions -- Administrative guidelines on filing Mergers and acquisitions -- The poison pill defense and other takeover tactics -- Contested takeovers, leveraged buyouts, and proxy contests -- Appraisal rights -- Alternative business entities and virtually everything else you'll need to know to solve problems arising under Delaware corporate law.

Author: Steven Davidoff Solomon
Publisher: University of Chicago Press
ISBN: 022659940X
Category : Law
Languages : en
Pages : 364

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Book Description
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.

Author: Edward P. Welch
Publisher: Wolters Kluwer
ISBN: 145486057X
Category : Law
Languages : en
Pages : 4980

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Book Description
Because Delaware corporate law has virtually become national corporate law, its statutes and cutting-edge case law regarding corporations and alternative business entities have attracted practitioners nationwide to look to Delaware as the place of formation for corporations and other business entities. The definitive section-by-section guide to the country's most important corporate law, the Sixth Edition of Folk on the Delaware General Corporation Law is the place to turn for accurate, up-to-date, authoritative coverage of the Delaware statute. Its uniquely logical code section organization with penetrating and extensively annotated commentary brings you the best in: Effective strategies and options for specific business decisions and activities under the statute Detailed analysis of each key statutory provision and judicial decision Coverage of all the major cases, many of them unreported and unavailable in any other source Analysis organized by code section, with incisive and extensively annotated commentary Because it is a widely accepted authority in the field, Folk on the Delaware General Corporation Law is regularly cited by courts in states other than Delaware. Its section-by-section coverage makes it easy to quickly find the complete law text and analysis, including astute commentary on recent legislation and the most significant cases (including unreported opinions) with special attention to the more complex areas of practical concern.