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Cases and Materials on Corporations / Edition 8

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More About This Textbook


This challenging casebook from a venerated author team is characterized by its richness and depth. A range of thoroughly developed topics allows instructors to delve into topics with as much detail as they wish. Comprehensive material covers both public and closely held corporations. A powerful introductory chapter sets out the defining characteristics of a corporation: limited liability, perpetual existence, free transferability, and centralized management. Cases and Materials on Corporations follows a thematic framework, examining corporate law in the context of the corporation’s responsibilities to its own constituents and investors, as well as to society. Strong casebook pedagogy includes text notes, statutory material, excerpted commentary, problems, questions, and edited cases

The Eighth Edition introduces a number of new main cases that have been recently decided, including: Matrixx Initiatives, Inc. v. Siracusano; Erica P. John Fund v. Halliburton Co.; Crown EMAK Partners, LLC v. Kurz (Delaware Supreme Court); Gantler v. Stephens (Delaware Supreme Court); and Airgas, Inc. v. Air Products and Chemicals, Inc. (Delaware Supreme Court.) A focus on the Dodd-Frank legislation shows its impact on "proxy access" and "say on pay" advisory votes. Updated material on market efficiency reflects an analysis of the housing bubble and financial crisis.


Richness and depth

• range of thoroughly developed topics allows instructor flexibility
• comprehensive on both public and closely held corporation

Strong introductory chapter defining characteristics of a corporation

• limited liability
• perpetual existence
• free transferability
• centralized management

Thematic framework

• examines corporate law in the context of the corporation’s responsibilities to constituents, investors, and society

Traditional casebook pedagogy text notes statutory material excerpted commentary problems and questions edited cases

Thoroughly updated, the revised Eighth Edition presents:

New main cases, recently decided

Matrixx Initiatives, Inc. v. Siracusano
Erica P. John Fund v. Halliburton Co.
Crown EMAK Partners, LLC v. Kurz (Delaware Supreme Court)
Gantler v. Stephens (Delaware Supreme Court)
Airgas, Inc. v. Air Products and Chemicals, Inc. (Delaware Supreme Court)

• Focus on the impact of Dodd-Frank legislation on"proxy access" and "say on pay" advisory votes
• Updated material on market efficiency

• analysis of the housing bubble and financial crisis

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Product Details

  • ISBN-13: 9781454802969
  • Publisher: Wolters Kluwer Law & Business
  • Publication date: 5/23/2013
  • Edition description: New Edition
  • Edition number: 8
  • Pages: 1170
  • Sales rank: 1,211,247
  • Product dimensions: 7.70 (w) x 10.30 (h) x 1.80 (d)

Table of Contents

Summary of Contents

Ch. 1. Introduction

Ch. 2. Basic Norms and Duties for Management of Corporations

Ch. 3. An Introduction to Corporate Finance

Ch. 4. Forming the Corporation

Ch. 5. Corporate Disclosure and Securities Fraud

Ch. 6. Voting and Corporate Control

Ch. 7. Business Organization for the Smaller Enterprise: Partnerships, Close Corporations, Limited Liability Companies, and Other Non-corporate Forms

Ch. 8. Shareholders’ Suits

Ch. 9. Corporate Acquisitions, Takeovers, and Control Transactions

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