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Commercial law

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Institution
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Articles 31 - 60 of 228

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The Roberts Court & The Business Cases, Kenneth W. Starr Mar 2012

The Roberts Court & The Business Cases, Kenneth W. Starr

Pepperdine Law Review

No abstract provided.


Mediation Outcomes: Lawyers' Experience With Commercial And Construction Mediation In The United Kingdom , Penny Brooker, Anthony Lavers Mar 2012

Mediation Outcomes: Lawyers' Experience With Commercial And Construction Mediation In The United Kingdom , Penny Brooker, Anthony Lavers

Pepperdine Dispute Resolution Law Journal

This paper reports on the final phase of a three-year study into the role of lawyers in the development of Alternative Dispute Resolution (ADR) following the implementation of the Civil Procedure Rules in 1999 and draws comparisons between US and Canadian studies. The paper centres on the use of mediation, which is recognised as the pre-eminent ADR process in the UK. Data are analysed from 30 interviews with specialist commercial and construction-related lawyers who have utilised mediation in the dispute resolution process. Interviewees were selected from respondents to a national survey of lawyers specializing in commercial and construction-related practice. Whereas …


How Benefit Corporations Are Redefining The Purpose Of Business Corporations, William H. Clark Jr., Elizabeth K. Babson Jan 2012

How Benefit Corporations Are Redefining The Purpose Of Business Corporations, William H. Clark Jr., Elizabeth K. Babson

William Mitchell Law Review

No abstract provided.


La's Taco Truck War: How Law Cooks Food Culture Contests, Ernesto Hernández-López Oct 2011

La's Taco Truck War: How Law Cooks Food Culture Contests, Ernesto Hernández-López

University of Miami Inter-American Law Review

No abstract provided.


2.02(B)(4) Or Not 2.02(B)(4): That Is The Question, Bryn R. Vaaler Jan 2011

2.02(B)(4) Or Not 2.02(B)(4): That Is The Question, Bryn R. Vaaler

Law and Contemporary Problems

No abstract provided.


The Model Business Corporation Act Financial Provisions: A Historical Snapshot , Larry P. Scriggins Jan 2011

The Model Business Corporation Act Financial Provisions: A Historical Snapshot , Larry P. Scriggins

Law and Contemporary Problems

No abstract provided.


Disclosure Provisions Of The Model Business Corporation Act, Stanley Keller Jan 2011

Disclosure Provisions Of The Model Business Corporation Act, Stanley Keller

Law and Contemporary Problems

Keller discusses the "duty of disclosure" provision of the Model Business Corporation Act (MBCA). The development of disclosure requirements through decisional law rather than through statutory prescriptions highlights the important question of when corporate law should be codified legislatively and when it should be left to case-by-case judicial development. The American Bar Association's Committee on Corporate Laws ("the Committee") confronted this question when considering disclosure requirements as part of its continuing evaluation of the MBCA.


The Case For Iterative Statutory Reform: Appraisal And The Model Business Corporation Act , Robert B. Thompson Jan 2011

The Case For Iterative Statutory Reform: Appraisal And The Model Business Corporation Act , Robert B. Thompson

Law and Contemporary Problems

Appraisal may be the Model Business Corporation Act's (MBCA) most distinctive and creative corporate law product in its sixty year history. Through a series of changes, beginning in the late 1970s and early 1980s, and continuing through revisions in 1999 and 2006, the MBCA has shown the value that can come from an ongoing revision process of corporate law. Thompson examines the challenges that have long plagued appraisal statutes, and then evaluating the product that has resulted from the MBCA approach.


Resources For International Commercial Arbitration Events, International Commercial Arbitration Brief Jan 2011

Resources For International Commercial Arbitration Events, International Commercial Arbitration Brief

Arbitration Brief

No abstract provided.


General Corporation Laws: History And Economics , David Mcbride Jan 2011

General Corporation Laws: History And Economics , David Mcbride

Law and Contemporary Problems

No abstract provided.


Rules, Standards, And The Model Business Corporation Act, Michael P. Dooley Jan 2011

Rules, Standards, And The Model Business Corporation Act, Michael P. Dooley

Law and Contemporary Problems

No abstract provided.


The New “Public” Corporation, Hillary A. Sale Jan 2011

The New “Public” Corporation, Hillary A. Sale

Law and Contemporary Problems

No abstract provided.


Comply-And-Explain: Should Directors Have A Duty To Inform?, John C. Wilcox Jan 2011

Comply-And-Explain: Should Directors Have A Duty To Inform?, John C. Wilcox

Law and Contemporary Problems

Wilcox discusses the compliance of the duty to inform of directors of publicly held companies. The expected long-term impact of a duty to inform would be to "operationalize" corporate governance policies and accustom boards to provide greater transparency about their deliberations and decisions on matters relating to governance, business oversight, and strategy. Regardless of whether a directors' duty to inform can be inferred from the Model Business Corporation Act or other provisions of state law, it could be implemented through the adoption of a charter or bylaw amendment initiated by the board or by shareholders.


Legal Capital And The Model Business Corporation Act: An Essay For Bayless Manning, James J. Hanks Jr. Jan 2011

Legal Capital And The Model Business Corporation Act: An Essay For Bayless Manning, James J. Hanks Jr.

Law and Contemporary Problems

Hanks discusses the distribution provisions of the Model Business Corporation Act. The relatively smooth operation and interpretation of the MBCA's distribution provisions is an excellent example of the reflection, sophistication, care, and skill of the Committee on Corporate Laws in considering, drafting, revising, and updating the Model Business Corporation Act over the past sixty years. The overall success of the distribution provisions is a tribute to the many lawyers, judges, and law professors who have participated in the Committee's very successful efforts to advance the law of corporations in this country and elsewhere.


Safe Harbor For Officer Reliance: Comparing The Approaches Of The Model Business Corporation Act And Delaware’S General Corporation Law, R. Franklin Balotti, Megan W. Shaner Jan 2011

Safe Harbor For Officer Reliance: Comparing The Approaches Of The Model Business Corporation Act And Delaware’S General Corporation Law, R. Franklin Balotti, Megan W. Shaner

Law and Contemporary Problems

Balotti and Shaner discuss the duties of and potential for imposing liability on corporate officers. The fiduciary duties of officers is addressed, in differing degrees, under Delaware law, the law frequently applied to corporate-governance disputes, and under the Model Business Corporation Act (MBCA). In discharging their fiduciary duties, directors under both the MBCA and the General Corporation Law are generally protected from personal liability if, in making business decisions, they reasonably rely on the reports and records of officers, employees, advisors, and experts of the corporation.


Director Confidentiality, Cyril Moscow Jan 2011

Director Confidentiality, Cyril Moscow

Law and Contemporary Problems

The Corporate Directors Guidebook contains the bare proposition that a director must keep confidential all matters involving the corporation that have not been disclosed to the public. Moscow explores the need to modify the flat recitation of a rule of director confidentiality in light of the limited authority for a blanket restriction, and the necessary exceptions in the business contexts in which the issue arises. In particular, many situations do not involve damage to the corporation, or there is express or implied consent to the sharing of information.


On Corporate Codification: A Historical Peek At The Model Business Corporation Act And The American Law Institute Principles Through The Delaware Lens, E. Norman Veasey Jan 2011

On Corporate Codification: A Historical Peek At The Model Business Corporation Act And The American Law Institute Principles Through The Delaware Lens, E. Norman Veasey

Law and Contemporary Problems

No abstract provided.


Indemnification And Advancement Through An Agency Lens, Deborah A. Demott Jan 2011

Indemnification And Advancement Through An Agency Lens, Deborah A. Demott

Law and Contemporary Problems

DeMott discusses the doctrines that define entitlements to indemnification. In the corporate context, indemnification is better grounded, as in the Model Business Corporation Act (MBCA), in the necessity of furnishing corporate directors with appropriate protection against personal risk. To be sure, as the MBCA's official comments implicitly acknowledge, the position of officers, especially senior executive officers, does not fit neatly and exclusively into either an "agent" or a "non-agent" category for indemnification purposes.


The Model Business Corporation Act At Sixty: Shareholders And Their Influence, Lisa M. Fairfax Jan 2011

The Model Business Corporation Act At Sixty: Shareholders And Their Influence, Lisa M. Fairfax

Law and Contemporary Problems

No abstract provided.


The Relationship Of The Model Business Corporation Act To Other Entity Laws, William H. Clark Jr. Jan 2011

The Relationship Of The Model Business Corporation Act To Other Entity Laws, William H. Clark Jr.

Law and Contemporary Problems

No abstract provided.


Delaware Corporate Law And The Model Business Corporation Act: A Study In Symbiosis , Jeffrey M. Gorris, Lawrence A. Hamermesh, Leo E. Strine Jr. Jan 2011

Delaware Corporate Law And The Model Business Corporation Act: A Study In Symbiosis , Jeffrey M. Gorris, Lawrence A. Hamermesh, Leo E. Strine Jr.

Law and Contemporary Problems

No abstract provided.


The 1970s: The Committee On Corporate Laws Joins The Corporate Governance Debate, Marshall L. Small Jan 2011

The 1970s: The Committee On Corporate Laws Joins The Corporate Governance Debate, Marshall L. Small

Law and Contemporary Problems

No abstract provided.


An Appraisal Of The Model Business Corporation Act’S Appraisal Rights Provisions, Mary Siegel Jan 2011

An Appraisal Of The Model Business Corporation Act’S Appraisal Rights Provisions, Mary Siegel

Law and Contemporary Problems

Siegel examines four fundamental differences between the Delaware General Corporation Law and the Model Business Corporation Act (MBCA). In the area of shareholder appraisal rights, the two statutes are diametrically opposed on many key elements. Most notably, MBCA chapter 13 on appraisal rights differs from Delaware's statutory appraisal provisions in four fundamental respects: 1. events that will trigger a shareholder's right to demand appraisal, 2. timing of the corporation's payment to shareholders demanding appraisal rights, 3. allocation of court costs and shareholder expenses, and 4. whether the market-out exception to appraisal rights is limited only to appraisal-triggering transactions that are …


The Model Business Corporation Act And Corporate Governance: An Enabling Statute Moves Toward Normative Standards, John F. Olson, Aaron K. Briggs Jan 2011

The Model Business Corporation Act And Corporate Governance: An Enabling Statute Moves Toward Normative Standards, John F. Olson, Aaron K. Briggs

Law and Contemporary Problems

No abstract provided.


Dispelling The Myths Of Modern Mediation, Bryan H. Hulka Sep 2010

Dispelling The Myths Of Modern Mediation, Bryan H. Hulka

Golden Gate University Law Review

This note serves as an introductory analysis of mediation's potential to resolve commercial disputes. It will briefly explain the conceptual framework of mediation and attempt to address any prejudice attorneys may have towards using mediation to settle commercial disputes.


Commercial Law - Interpreting The Uniform Commercial Code: Methodologies Used, Misused And Unused, Howard Foss Sep 2010

Commercial Law - Interpreting The Uniform Commercial Code: Methodologies Used, Misused And Unused, Howard Foss

Golden Gate University Law Review

No abstract provided.


Digital Statutory Supplements For Legal Education: A Cheaper, Better Way, C. Steven Bradford, Mark Hautzinger May 2010

Digital Statutory Supplements For Legal Education: A Cheaper, Better Way, C. Steven Bradford, Mark Hautzinger

Journal of Legal Education

No abstract provided.


Thoughts On The U.C.C. (With Apologies To Dr. Suess), Meredith Lauren Zinnecker, Tim Zinnecker Aug 2009

Thoughts On The U.C.C. (With Apologies To Dr. Suess), Meredith Lauren Zinnecker, Tim Zinnecker

Journal of Legal Education

No abstract provided.


The Many Lives — And Faces — Of Lex Mercatoria: History As Genealogy In International Business Law, Nikitas E. Hatzimihail Jul 2008

The Many Lives — And Faces — Of Lex Mercatoria: History As Genealogy In International Business Law, Nikitas E. Hatzimihail

Law and Contemporary Problems

It has been claimed that cross-border business transactions are governed by a transnational body of norms specific to international trade, generally known as lex mercatoria, the law merchant. This legal phenomenon is in fact often described as the new lex mercatoria, as distinguished from the ancient law merchant, which purportedly flourished in medieval and early modern Europe. Here, Hatzimihail discusses about lex mercatoria, which has been variously described by its advocates as a set of general principles and customary rules spontaneously referred to or elaborated in the framework of international trade.


Ex-Post-Booker: Retroactive Application Of Federal Sentencing Guidelines, Christine M. Zievel Dec 2007

Ex-Post-Booker: Retroactive Application Of Federal Sentencing Guidelines, Christine M. Zievel

Chicago-Kent Law Review

In United States v. Booker, a dramatic decision handed down in early 2005, the Supreme Court attempted to cure Sixth Amendment issues by excising the mandatory provisions of the U.S. Sentencing Guidelines and changing the binding role of the Guidelines to advisory. For close to twenty years, federal circuit courts had used the Ex Post Facto Clause to prohibit sentencing judges from retroactively applying revisions of the federal Guidelines. However, after Booker's advisory mandate and the Guidelines' supposed loss of force in sentencing decisions, some circuits have now found that the same retroactive application no longer violates the …