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Wolters Kluwer Law & Business
Cases and Materials on Business Entities / Edition 4

Cases and Materials on Business Entities / Edition 4

by Eric A. Chiappinelli
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Buy a new version of this Connected Casebook and receive access to the online e-book, practice questions from your favorite study aids, and an outline tool on CasebookConnect, the all in one learning solution for law school students. CasebookConnect offers you what you need most to be successful in your law school classes—portability, meaningful feedback, and greater efficiency. This looseleaf version of the Connected Casebook does not come with a binder.

Intended for the basic course in Business Organizations, Cases and Materials on Business Entities encompasses corporations, agency, partnership, and LLCs. Its extended coverage of alternative business entities distinguishes it from the more limited corporations-focused coverage of many business organizations texts. The author includes elaborate problems designed to help students become practice-ready as well as enhanced coverage of LLCs and principal cases that were decided within the last 20 years. The recipient of numerous teaching awards and a former clerk at the California Supreme Court and the U.S. District court, author Eric Chiappinelli has taught, written, and practiced extensively in business entities, corporate law, securities regulation, and civil procedure.

Key Features:

  • Over 20 new cases, including Shawe v. Elting (Del. 2017). All principal cases are less than 20 years old.
  • Corporation chapters reflect MBCA (2016), and Partnership materials reflect UPA (2013). LLC chapter has been revised and updated.
  • New materials on ultra vires and ultimate beneficiaries.
  • New discussion of DGCL §§ 204 and 205 and MBCA (2016) Subchapter E (ratifying defective acts)
  • New real-life examples: Kate Spade acquired by Coach and Toys “R” Us bankruptcy.

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Product Details

ISBN-13: 9781454893493
Publisher: Wolters Kluwer Law & Business
Publication date: 03/29/2018
Series: Aspen Casebook Series
Edition description: New Edition
Pages: 1008
Product dimensions: 6.50(w) x 1.50(h) x 9.50(d)

Table of Contents

Part I. The Practice of Business Law
• Practicing Corporate Law
• Business and Businesses
• Economics

Part II. Agency
• Agency

Part III. Corporations
• The Incorporation Process
• Capital Formation
• Cashing Out: Distributing Money to Shareholders
• Getting Money to Creditors When the Corporation Can't Pay
• How Corporations Take Actions
• Restrictions on the Board's Power
• The Duty of Loyalty of Directors (and Officers)
• The Duty of Care of Directors (and Officers)
• Standards of Review of Board Actions
• Do the Restrictions Work?
• Shareholder Governance Powers: Paradigms and Public Companies
• Shareholder Governance Questions Most Often Seen in the Privately Held Corporation
• Change of Control

Part IV. Unincorporated Entities
• Partnerships
• Limited Liability Companies

Part V. Choice of Form
• Choice of Entity

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