Cases and Materials on Business Entities, Second Edition / Edition 2

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Now a casebook covers the business forms instructors actually teach - not only corporations, but agency, partnerships, and LLCs. BUSINESS ENTITIES provides everything you need to give your students a comprehensive and current examination of the field.

When you review this brand-new offering, be sure to notice:
• its comprehensive, succinct coverage of corporations, LLCs, partnerships, and agency in a concise text specifically designed for the three- or four-hour single-term course
• the completely up-to-date content; 95% of the cases are from the 1990s or 2000s (over half were decided after 1996) and all references are to Restatement 3rd of Agency (2006)
• the enriched, accessible content and approach, using a student-friendly writing style and a real-world, practical focus in examples, notes, and problems
• the expertise of distinguished author Eric A. Chiappinelli, who has received numerous teaching awards and has taught, written, and practiced extensively in business entities, M&A, securities regulation, and civil procedure
• the accompanying website '' that contains the complete Teacher's Manual, links to corporations statutes, recent business entities cases, an analysis of questions in the text, and a glossary of business entities terms
• the extremely helpful Teacher's Manual, with suggested syllabi (including suggestions for using the text to focus on all entities, some entities, or corporations alone), teaching notes and discussion pointers, lists of supplemental materials, and examination and paper suggestions for each chapter

Unique pedagogical features make the book distinctly flexible:
• 'You Draft It' exercises are taken directly from the documents at issue in the case to guide students in thinking through the legal implications of the drafters' original language
• 'Current Setting' sections introduce core legal principles, while 'Background and Context' sections allow deeper exploration
• an innovative note structure includes 'Reality Check,' 'Suppose,' and 'What Do You Think' sections, allowing students to test and extend their understanding as they explore the nature and implications of the principles at issue

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Product Details

  • ISBN-13: 9780735584778
  • Publisher: Wolters Kluwer Law & Business
  • Publication date: 6/11/2010
  • Edition description: Second Edition
  • Edition number: 2
  • Pages: 879
  • Product dimensions: 7.70 (w) x 10.20 (h) x 1.90 (d)

Table of Contents

Part I. The Practice of Business Law

Chapter 1. Practicing Corporate Law
Chapter 2. Business and Businesses
Chapter 3. Economics

Part II. Agency

Chapter 4. Agency

Part III. Corporations

Chapter 5. The Incorporation Process
Chapter 6. Capital Formation
Chapter 7. Cashing Out: Distributing Money to Shareholders
Chapter 8. Getting Money to Creditors When the Corporation Can’t Pay
Chapter 9. How Corporations Take Actions
Chapter 10. Restrictions on the Board’s Power
Chapter 11. The Duty of Loyalty of Directors
Chapter 12. The Duty of Care of Directors (and Officers)
Chapter 13. Standards of Review of Board Actions
Chapter 14. Do the Restrictions Work?
Chapter 15. Shareholder Governance Powers: Paradigms and Public Companies
Chapter 16. Shareholder Governance Questions Most Often Seen in the Privately Held Corporation
Chapter 17. Change of Control

Part IV. Unincorporated Entities

Chapter 18. Partnerships
Chapter 19. Limited Liability Companies

Part V. Choice of Form

Chapter 20. Choice of Entity

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