Publisher's Synopsis
One of the leading titles in the E&E series, Corporations: Examples & Explanations has been a favorite of students and professors for 15 years. Using proven examples and explanation pedagogy, this study guide is renowned for its comprehensive coverage of corporate law, clarity of presentation and compelling questions and examples that get to the heart of every issue. Its down-to-earth writing style, augmented with stimulating graphics that help students diagram complex events and regulations, Corporations is accessible to all students – even those with no prior business background.
The Seventh Edition brings this exemplary study guide up to date with the sweeping regulatory and judicial effects of the recent financial crisis, including thorough treatment of the Dodd-Frank Wall Street Reform and Consumer Protection Act’s provisions on corporate governance and securities disclosure. New cases from the U.S. Supreme Court, Delaware and other jurisdictions, as well as new SEC rules, provide stimulating material for the examples, explanations and questions posed in the text.
Hallmark features of Corporations: Examples and Explanations:
• Follows the proven examples & explanations pedagogy.
• One of the best-selling ancillaries in corporate law for over fifteen years—popular with both students and professors.
• Comprehensive coverage of all the topics that are typically covered in a corporations or business organizations class, including materials on partnerships and limited liability companies.
• Presents statutes and cases in context, illustrating the interplay of law and business, and highlight the differences between the Model Business Corporations Act and the Delaware corporate statute.
• Excellent examples and questions are analytically comprehensive, teasing out issues hidden in fact patterns.
• Logically organized according to the principal legal themes in corporate law.
• Compelling graphics throughout the book reinforce textual material and facilitate learning.
• Clear, lucid writing style, geared to students with no business background and crafted to help them grasp the intricacies of corporate law.
Thoroughly updated with a wealth of timely new material, the Seventh Edition offers:
• Comprehensive treatment of the Dodd-Frank corporate governance provisions and the Dodd-Frank securities disclosure provisions.
• Recent Delaware cases, including:
• Versata Enterprises v. Selectica Inc.
• Lyondell Chemical Co. v. Ryan.
• Gantler v. Stephens.
• Air Products and Chemicals Inc. v. Airgas Inc.
• In Re Citigroup Inc. Shareholder Derivative Litigation.
• In re John Q. Hammons Hotels Inc. Shareholder Litigation.
• Sanders v. Ohmite Holding, LLC.
• Recent U.S. Supreme Court cases, including:
• Citizens United v. FEC.
• Merck & Co. v. Reynolds.
• Stoneridge v. Scientific-Atlanta.
• Morrison v. National Australia Bank.
• Cases from other jurisdictions, including:
• CDX Liquidating Trust v. Venrock Associates.
• Shift of Delaware corporate litigation to non-Delaware courts.
• Lawsuits arising from the Madoff Ponzi scheme.
• Recent scholarship on operation of the “piercing corporate veil” doctrine.
• Shifts in corporate social responsibility, including:
• New SEC rules on disclosure of effects of climate change and related regulation on company business.
• UN initiative on corporate responsibilities toward human rights.
• New corporate sustainability initiatives coordinated by NGOs.
• Compelling new graphics and charts help students diagram complex events and information.
• New and updated examples and explanations on developments in federal and state law, in particular shareholder rights under federal reforms, Delaware takeover cases and Delaware exculpation statute.
