Corporations Author:James D. Cox, Thomas Lee Hazen, F. Hodge O'Neal Get fast, authoritative answers to today's hottest business law questions with the undisputed leader in the field. Find out the best ways to: * Interpret the business judgment rule, especially its demands on directors, burden of proof, and allocation of responsibility between shareholders and managers * Apply financial provisions of co... more »rporate statutes, such as those dealing with payment of dividends and issuing of shares * Fulfill directors' fiduciary duties, with attention to concepts of care and loyalty, relationship to shareholders, and regulation of proxy voting * Ensure the level of awareness and involvement expected of directors today * Plan and structure business formations and transactions. The expert authors provide comprehensive, practical coverage of: * Statutory and judicial corporate law in its contemporary commercial context
* The Revised Model Business Corporation Act and its variations in 20 states
* Corporate law in Delaware, New York, California and other non-Model Act states
* IRS safe harbors and "check the box" rules
* Federal securities law as it affects business activity
* Corporate and securities law governing mergers and acquisitions
* Transfer of control
* Hostile takeovers
* Currently applicable state statutory variations in treatment of limited liability corporations.« less