The law of corporations / by James D. Cox, Thomas Lee Hazen.
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| Main Author: | |
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| Other Authors: | |
| Other title: | Treatise on the law of corporations. Corporations. |
| Format: | Book |
| Language: | English |
| Published: |
St. Paul, MN :
Thomson/West,
[2010]
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| Edition: | Third edition. |
| Series: | Practitioner treatise series.
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| Subjects: |
Table of Contents:
- V. 1.: Forms of business association : definitions and distinctions
- The evolution of corporations in England and America
- The incorporation process
- The scope of the authorized business and duties to other constituencies
- The promotion of the corporation
- Defective formation of corporations and revival of existence
- The separate corporate entity : privilege and its limitations
- Powers of officers and agents : tort and criminal liability of corporations.
- V. 2.: Functions and powers of directors
- Directors' and officers' duties of care and loyalty
- Fiduciary duties for executive compensation, corporate opportunities, and controlling stockholders
- Obligations arising out of transactions in shares
- Rights and powers of shareholders : inspection rights, voting, and proxies.
- V. 3.: Closely held entities
- The derivative suit
- Issuance of shares
- Liability for watered, bonus, and underpaid shares
- Capital structure, preferences, and classes of securities
- Accounting statements and dividend law
- Dividend distributions : rights, restrictions, and liabilities
- Repurchases, redemptions and the reduction of capital.
- V. 4.: Corporate combinations
- Equitable limits on acquisitions and defensive maneuvers
- Federal and state takeover laws
- Amendments to the corporate charter
- Voluntary dissolution, administrative dissolution, and winding up
- Investor protection : state and federal securities regulation
- Securities transfers.