Publisher's Synopsis
<p> This loose-leaf contains the same content and pagination as the casebook edition of <b>Corporations and Other Business Associations: Cases and Materials, Sixth Edition, 9780735586024</b>. The loose-leaf pages are 3-hole punched, collated, and in shrink wrap. The pages are not sold in a binder nor are they bound together in any way. </p> <p> </p> <p> Honed through five editions, <b>Corporations and Other Business Associations: Cases and Materials, Sixth Edition</b>, continues to be the best choice for a casebook that is sophisticated, yet completely accessible. This popular book artfully balances economic and legal theory with a flexible organization, popular case selection, and engaging problems. </p> <p> <b>Along with a flexible organization that easily adapts to different teaching approaches, this casebook provides: </b> </p> <ul> <li> a <b>balance of theory, cases, and problems</b> in which law and economic theory enriches the book without dominating its focus </li> <li> <b>carefully edited and selected cases</b> using a thoughtful blend of the classic and the contemporary </li> <li> <b>excellent and ample problems</b> that explore the practical applications of theory in the business world </li> <li> <b>readable, straightforward writing</b> that is sophisticated but doesn’t intimidate students </li> <li> <b>outstanding coverage of LLCs and other business associations</b> </li> <li> <b>a comprehensive Teacher’s Manual, an annual statutory supplement, and Professor Thompson’s website</b>, http://law.vanderbilt.edu/faculty/thompson/corpcasebook, which offers PowerPoint slides, additional materials, illustrations, documents, and hyperlinks to cases </li> </ul> <p> <b>Thoroughly updated to reflect important recent events, the Sixth Edition presents:</b> </p> <ul> <li> coverage of the <b>maturing of LLCs in a new chapter (Chapter 6) that tracks the parallel questions of authority, fiduciary duty, and exit</b> as seen in the partnership and close corporations chapters </li> <li> coverage of <b>Delaware’s legislation to give shareholders more space in corporate decision making via bylaws</b> </li> <li> discussion of <b>the federal government’s attempt to push past Delaware in reforming corporate governance</b>: <ul> <li> SEC-proposed rulemaking on shareholder nomination of directors </li> <li> Say on Pay contained in TARP for financial institutions and additional regulation of compensation by the Federal Reserve and the Special Master </li> </ul> </li> <li> coverage of <b>board duties of oversight after <i>Caremark</i> and in the context of the subprime mess</b> </li> <li> material on <b>critical Delaware interpretations of fiduciary duty</b> <ul> <li> the meaning and lessened reach of good faith (Stone v. Ritter, Lyondell v. Ryan) </li> <li> limiting common law shareholder’s ratification of interested director action in a fundamental corporate change context (Gantler v. Stephens) </li> <li> express declaration of officer fiduciary duty (Ganteler v. Stephens) </li> <li> disclosure obligations as a breach of fiduciary duty (Gantler v. Stephens, Topps Company shareholder litigation) </li> </ul> </li> <li> coverage of<b> changes after <i>TelLabs</i> regarding scienter, pleading, and causation</b> </li> </ul> <p> <b>Corporations and Other Business Associations: Cases and Materials, Sixth Edition</b>, provides unparalleled coverage of this complex area of the law using a comprehensible and engaging approach. </p> <p> </p> <p> *Teacher's Manuals are a professional courtesy offered to professors only. For more information or to request a copy, please contact Aspen Publishers at 800-950-5259 or [email protected]. </p> <p> </p> <p> </p>
