Shace and Epstein's Business Structures in a Nutshell / Edition 1

Shace and Epstein's Business Structures in a Nutshell / Edition 1

by Joseph Shace, David G. Epstein
     
 

This short book was written for students taking the first course in business organizations. Obviously, different law schools have different names for the course-"business associations," "business enterprises," "business organizations," "business structures," "corporations." And the differences in your students' background and interest in this course are even more… See more details below

Overview

This short book was written for students taking the first course in business organizations. Obviously, different law schools have different names for the course-"business associations," "business enterprises," "business organizations," "business structures," "corporations." And the differences in your students' background and interest in this course are even more obvious. It will soon be obvious to some of your students that they need the help of a basic student text. There are a number of good law-school books on corporations. Business Structures in a Nutshell has significantly fewer pages than other student texts but not less explanation. Professors Shade and Epstein emphasize explanation. Their objective is to have students say, "Now I understand that."

More specifically, the authors focus on (1) explaining the basic concepts that you have covered in class, (2) providing a business and practice context for those concepts, and (3) showing how the concepts are consistent (and sometimes inconsistent) with each other. Their book is organized around the life cycle of business-beginning with the choice of the form of business structure, ending with the choices of possible "end-games" for the business and its owners, and covering the common legal issues in running and growing a business. Business Structures in a Nutshell can help your students, whether they've come to your first class as poets or accountants.

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Product Details

ISBN-13:
9780314143563
Publisher:
West Academic Publishing
Publication date:
05/01/2003
Series:
In a Nutshell Series
Edition description:
First Edition
Pages:
392

Table of Contents

Preface

Table of Cases

Note Regarding Statutory Citations

Chapter

What Does the Basic Business Course in Law School (and This Book) Cover?

What is Common to All Business Structures?

How Do the Different Business Structures Differ?

How Do You Select the Best Business Structure for a Particular Business?

Factual Considerations

Legal Considerations

Types of Business Structures

Application

Summary of Business Structures Available Today

The Evolution of Business Structures

How Are the Various Business Structures Formed?

Partnerships

Corporation

Limited Liability Company (LLC)

What Are the Limits of Limited Liability

The Concept of Limited Liability and the Policy Underlying the Concept

Corporations

The Scope of Limited Liability Provided by Unincorporated Business Structures

How Do Businesses Raise Money?

Introduction

Sources of Financing

Basic Definitions—Terms and Concepts

The Debt-Equity Mix and Leverage

Authorization and Issuance of Stock

Issuing More Shares—Preemptive Rights and Dilution

Raising Capital—Regulation Under the Securities Act of 1933

Who Decides What As To How Businesses Operate? (Governance)

Governance of Unincorporated Business Structures

Governance of Corporations

What Are the Legal Duties of the Decision Makers and How Are Those Duties Enforced? (herein Fiduciary Duties)

Fiduciary Duties of Corporate Directors and Officers

Fiduciary Duties of Control Shareholders

Fiduciary Duties of Partners

Fiduciary Duties in Close Corporations

Fiduciary Duties in an LLC

How Are Violations of Fiduciary Duties Enforced? (herein Shareholders' Derivative Suits)

What Protection Does the Law Give to Persons Who Buy or Sell Securities? (herein Rule 10b-5)

Rule 10b-5—Overview

Misrepresentation Cases (herein Elements of a Rule10b-5 Case)

Insider Trading

How Do the Owners of a Business Make Money?

Partnerships

Corporations

Limited Liability Companies

How Do Business Structures End?

Partnerships

Corporations

Index

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