O'Neal's Close Corporations PDF Download

Author: Forest Hodge O'Neal
Publisher:
ISBN:
Category : Close corporations
Languages : en
Pages : 1274

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Author: Russ Whitesel
Publisher: Legislative Reference Bureau
ISBN:
Category : Close corporations
Languages : en
Pages : 48

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Author: Forest Hodge O'Neal
Publisher:
ISBN:
Category : Close corporations
Languages : en
Pages : 1170

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Author: Joseph McCahery
Publisher: Oxford University Press, USA
ISBN: 9780199264353
Category : Business & Economics
Languages : en
Pages : 500

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Book Description
This book examines the limited liability business forms that have recently emerged, and seeks to identify the forces that have led to the emergence of new business forms for small and medium-sized businesses. Focusing on the US, UK, and continental Europe, the contributors analyse the Limited Liability Company, the Limited Liability Partnership, and the new business forms proposed in Europe.

Author: Alan K Koh
Publisher: Cambridge University Press
ISBN: 110875161X
Category : Law
Languages : en
Pages : 427

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Book Description
Close corporations, which are legal forms popular with small and medium enterprises, are crucial to every major economy's private sector. However, unlike their 'public' corporation counterparts, close corporation minority shareholders have limited exit options, and are structurally vulnerable in conflicts with majority or controlling shareholders. 'Withdrawal remedies'-legal mechanisms enabling aggrieved shareholders to exit companies with monetary claims-are potent minority shareholder protection mechanisms. This book critically examines the theory and operation of withdrawal remedies in four jurisdictions: the United States, the United Kingdom, Germany, and Japan. Developing and applying a theoretical and comparative framework to the analysis of these jurisdictions' withdrawal remedies, this book proposes a model withdrawal remedy that is potentially applicable to any jurisdiction. With its international, functional, and comparative analysis of withdrawal remedies, it challenges preconceptions about shareholder remedies and offers a methodology for comparative corporate law in both scholarship and practice.

Author: Charles R.T. O'Kelley
Publisher: Aspen Publishing
ISBN: 1543825931
Category : Law
Languages : en
Pages : 1454

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Book Description
Sophisticated yet accessible, Corporations and Other Business Associations: Cases and Materials balances economic and legal theory with a flexible organization, popular case selection, and engaging problems. Current users will recognize a familiar format with creative updates. New users will recognize a casebook easily adaptable for use in a typical Corporations or Business Associations course, ranging in length from three to five credit hours, and providing ample material from which an instructor may choose how much emphasis to give to particular topics. New to the Ninth Edition: O’Kelley and Thompson are excited to welcome Dorothy Lund as a co-author. Chapter 3 now ends with a set of four very teachable shareholder governance cases capturing the current state of play in public corporations. Chapter 4 blends new presentation of corporate purpose with revised discussion of benefit corporations, has emphasis on Directors’ monitoring responsibilities, and includes the Delaware Supreme Court opinions in Marchand v. Barnhill and the Walt Disney Shareholder Litigation (newly edited in response to user interest). Chapter 4 also incorporates developments in derivative litigation popularly referred to as “thedeath ofAronson.” Chapter 6 continues its leading and innovative treatment of LLCs, adding two new cases – Obeid v. Hogan and Manere v. Collins. Chapter 8 includes the seminal appraisal case – DFC Global Corporation v. Muirfield Value Partners, L.P. – and notes regarding important subsequent cases. Chapters 9, 10, and 11 contain newly edited versions of several classic cases, and expanded coverage of user favorites, including Time v. Paramount, Moran v. Household Finance, and the Blasius case. Professors and students will benefit from: Balance of theory, cases, and problems in which law and economic theory enriches without dominating the focus of the book Carefully edited and selected cases— both classic and contemporary cases Excellent and ample problems explore practical applications of theory in the business world Flexible organization easily adapts to different teaching approaches Strongest book on LLCs/LLPs and other business associations

Author: Harold Marsh
Publisher: Wolters Kluwer
ISBN: 0735504210
Category : Law
Languages : en
Pages : 5960

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Book Description
This authoritative research tool covers all aspects of California corporate law and practice, providing clear, reliable guidance to the laws, legislative history, and major case law holdings, as well as the authors' well-known expertise and advice on approaching and understanding key corporate transactions. There is no better source on how to handle all key corporate transactions, from corporate formation and governance to takeovers and bankruptcies. Completely current, there is full coverage and insightful, expert analysis of all the critical new issues affecting California corporate law practice, including: What are the various business entities available in California?What are the methods and issues involved in forming those entities?What are the particular benefits of, and restrictions on, using a Limited Liability Company in California?What are the issues involved in financing a California corporation?What are the fiduciary duties imposed upon directors, officers, and controlling shareholders of California corporations?How do you provide notice and hold meetings of directors and shareholders of California corporations?What are the restrictions imposed upon officers and directors in the operation of California corporations?Under what circumstances can a California corporation pay a dividend or make a distribution of property to its shareholders?What are the issues involved in acquiring California corporations, whether by merger, purchase of stock, or purchase of assets?How and under what circumstances can a California corporation be dissolved?What are the issues and requirements faced by a foreign corporation conducting business in California?

Author: Marsh, Finkle, Bishop
Publisher: Wolters Kluwer
ISBN: 1543830196
Category :
Languages : en
Pages : 5390

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Book Description

Author: John C. Coffee
Publisher: Aspen Publishing
ISBN: 1543847277
Category : Law
Languages : en
Pages : 1429

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Book Description
Renowned for its richness, depth, and authorship, Cases and Materials on Corporations offers broad coverage of both public and closely held corporations. A powerful introductory chapter sets out the defining characteristics of a corporation. A thematic framework frames corporate law in terms of the corporation’s responsibilities to its employees, its investors, and society. New to the Ninth Edition: The introductory Chapter recognizes that issues of race and systemic discrimination have dominated recent headlines and political discourse. This has re-focused attention on the long-standing debate between proponents of the dominant shareholders primacy model of corporate governance and proponents of a more stakeholder-oriented model. Without taking sides on this issue, this Chapter notes that this debate has continued throughout American legal history, and it focuses on recent efforts by some states and Nasdaq to require greater diversity (both in terms of race and gender) on corporate boards. Current data is provided. In addition, this Chapter adds a new section to introduce the “public benefit corporation,” a new corporate form that is a hybrid of a profit-making corporation and a not-for-profit entity now recognized by a majority of the states. New material on the emerging line of good faith cases in the context of director oversight where a corporation is subject to “mission critical” regulation. This new line of cases opens up potential avenues to assign monetary liability to directors for failure to manage corporate risks. New Supreme Court decisions (including Lorenzo and Omnicare) are assessed, and the continuing struggle to define insider trading is reviewed. The chapter on shareholder voting and proxy gives special attention to recent efforts by activist hedge funds to influence and constrain corporate management. The revised chapter on takeovers takes up the legal rules governing friendly and unfriendly acquisitions. The chapter tracks the unique experience of Delaware law over this period: an ongoing and openly—but respectful–disagreement between the Delaware Chancery Court and the Delaware Supreme Court about the allocation of authority between the board of directors and shareholders. The chapter also examines the new texture of the takeover market where activists play a central role. Professors and students will benefit from: Richness and depth: A range of thoroughly developed topics allows instructors to delve into topics with as much depth as they wish. The text is strong in material on both public and closely held corporations. Traditional casebook pedagogy: Text notes, statutory material, excerpted commentary, problems, questions, and edited cases. Strong introductory chapter: Sets out the defining characteristics of a corporation: limited liability, perpetual existence, free transferability, and centralized management. Thematic framework: Examines corporate law in the context of the corporation’s responsibilities to its own constituents and investors, as well as to society.

Author: Forest Hodge O'Neal
Publisher:
ISBN:
Category : Close corporations
Languages : en
Pages :

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