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Articles 1 - 18 of 18
Full-Text Articles in Law
The Standard Investment Agreement: Text And Comments, Philippe Kahn
The Standard Investment Agreement: Text And Comments, Philippe Kahn
Georgia Journal of International & Comparative Law
No abstract provided.
Demand Promissory Notes And Commercial Loans: Balancing Freedom Of Contract & Good Faith, George A. Nation Iii
Demand Promissory Notes And Commercial Loans: Balancing Freedom Of Contract & Good Faith, George A. Nation Iii
George A Nation III
Promissory notes are ubiquitous in commercial lending. The promissory note represents the borrowers promise to repay and is governed by the Uniform Commercial Code’s Article 3. Under Article 3, promissory notes are either demand instruments or time instruments. In general, the holder of a demand instrument may decide to demand payment at any time and for any reason, while the holder of a time note must wait for payment until the arrival of the specific repayment date or dates included in the note. For this reason, time notes usually contain an acceleration clause. An acceleration clause allows the holder to …
The Intellectual Integrity Of Ed Baker, Vincent Blasi
The Intellectual Integrity Of Ed Baker, Vincent Blasi
West Virginia Law Review
No abstract provided.
Duty Of Obedience: The Forgotten Duty, Alan R. Palmiter
Duty Of Obedience: The Forgotten Duty, Alan R. Palmiter
NYLS Law Review
No abstract provided.
The Short, But Interesting Life Of Good Faith As An Independent Liability Rule, Robert B. Thompson
The Short, But Interesting Life Of Good Faith As An Independent Liability Rule, Robert B. Thompson
NYLS Law Review
No abstract provided.
The Role Of Good Faith In Delaware: How Open-Ended Standards Help Delaware Preserve Its Edge, Renee M. Jones
The Role Of Good Faith In Delaware: How Open-Ended Standards Help Delaware Preserve Its Edge, Renee M. Jones
NYLS Law Review
No abstract provided.
Producing Corporate Text: Courtrooms, Conference Rooms, And Classrooms, Mae Kuykendall
Producing Corporate Text: Courtrooms, Conference Rooms, And Classrooms, Mae Kuykendall
NYLS Law Review
No abstract provided.
Good Faith In Revlon-Land, Christopher M. Bruner
Good Faith In Revlon-Land, Christopher M. Bruner
NYLS Law Review
No abstract provided.
Deconstructing Lyondell: Reconstructing Revlon, Lawrence Lederman
Deconstructing Lyondell: Reconstructing Revlon, Lawrence Lederman
NYLS Law Review
No abstract provided.
Director Compliance With Elusive Fiduciary Duties In A Climate Of Corporate Governance Reform, Nadelle Grossman
Director Compliance With Elusive Fiduciary Duties In A Climate Of Corporate Governance Reform, Nadelle Grossman
Fordham Journal of Corporate & Financial Law
No abstract provided.
Good Faith, State Of Mind, And The Outer Boundaries Of Director Liability In Corporate Law, Christopher M. Bruner
Good Faith, State Of Mind, And The Outer Boundaries Of Director Liability In Corporate Law, Christopher M. Bruner
Scholarly Works
The Delaware General Corporation Law was amended in 1986 to permit shareholder-approved exculpatory charter provisions shielding corporate directors from monetary liability for certain fiduciary duty breaches not including (among other things) breaches of the duty of loyalty and acts not in good faith. This article examines the development of corporate fiduciary duty doctrine in Delaware leading up to and following this statutory amendment, focusing particularly on the Delaware courts' evolving conception of the meaning anddoctrinal status of the good faith concept employed in recent cases to permit a non-exculpable cause ofaction for conscious nonfeasance.
The article argues that Delaware's good …
Good Faith In The Cisg: Interpretation Problems In Article 7, Benedict C. Sheehy
Good Faith In The Cisg: Interpretation Problems In Article 7, Benedict C. Sheehy
ExpressO
ABSTRACT: This article examines the dispute concerning the meaning of Good Faith in the CISG. Although there are good reasons for arguing a more limited interpretation or more limited application of Good Faith, there are also good reasons for a broader approach. Regardless of the correct interpretation, however, practitioners and academics need to have a sense of where the actual jurisprudence is going. This article reviews every published case on Article 7 since its inception and concludes that while there is little to suggest a strong pattern is developing, a guided pattern while incorrect doctrinally is preferable to the current …
Transparency And Accountability: Rethinking Corporate Fiduciary Law's Relevance To Disclosure, Faith Stevelman
Transparency And Accountability: Rethinking Corporate Fiduciary Law's Relevance To Disclosure, Faith Stevelman
Articles & Chapters
This article explores the duty of “disclosure/complete candor” (among directors, from boards to shareholders and from controllers to minority shareholders) within state corporate fiduciary law (especially Delaware’s, the most developed). It observes the odd minimization of the candor/disclosure duty within the core doctrines of fiduciary care, loyalty and good faith. It analyzes the evolution of the fiduciary disclosure duty and its “moment of truth” in the watershed litigation in Malone v. Brincat. The belated appearance of the fiduciary disclosure duty is partly the result of historical, customary and political understandings which have dwarfed logic and conceptual coherence in this area …
Debtors' Good Faith In Us Bankruptcy Proceedings, Chen Yang
Debtors' Good Faith In Us Bankruptcy Proceedings, Chen Yang
LLM Theses and Essays
Bankruptcy is a judicial process purporting to regulate and adjust the financial relationships between debtors and creditors which come into a deadlock. In the modern United States, bankruptcy has become a concept pervading each corner of the social and economic lives. It touches mass tort victims, large corporations, small family business, government institutions, and even normal individuals. The appearance of the modern bankruptcy law of the United States is signaled by the enactment of the Bankruptcy Reform Act in 1978 which, together with later amendments, constitute the current Bankruptcy Code of the United States; but also help them strategically restructure …
Article 5: Highlights Of The Proposed Revision, James J. White
Article 5: Highlights Of The Proposed Revision, James J. White
Other Publications
I. The Current Status of Article 5: Drafting, Approval and Promulgation--The Most Significant Changes or Clarifications -- II. The Most Contentious Issues in the Revision of Article 5 -- III. More Subtle Questions About Revised Article 5
Bills And Notes--Holder In Due Course-Purchasing Installment After Maturity, John E. Grosboll
Bills And Notes--Holder In Due Course-Purchasing Installment After Maturity, John E. Grosboll
Michigan Law Review
Three installment notes were pledged to the plaintiffs by the payee as security. At the time plaintiffs took the notes, the first installment of each was overdue and unpaid. In an action by plaintiffs against the makers, the latter pleaded in defense failure of consideration and fraud on the part of the payee. Held, plaintiffs were not holders in due course and consequently took the notes subject to the defense of the makers. Bliss v. California Co-op. Producers, (Cal. 1946) 172 P. (2d) 62.
Bills And Notes - Holders In Due Course - Notice To A Corporation
Bills And Notes - Holders In Due Course - Notice To A Corporation
Michigan Law Review
The plaintiff, as assignee of certain negotiable bonds, brought replevin to recover the same from the defendant who had acquired them as collateral on certain loans made to the thieves. The plaintiff proved that blanket notices of the theft had been sent to a number of banks, including the defendant bank, before the bonds were accepted as collateral, thereby raising a presumption that the notice was received by the mailing clerk of the bank. The officers of the defendant trust company denied having seen the notice or having knowledge of it at the time of the acceptance. Held, since …
Bills And Notes-Payee As Holder In Due Course
Bills And Notes-Payee As Holder In Due Course
Michigan Law Review
P executed a note and securing mortgage leaving a blank for the name of the payee and mortgagee. A, P's agent, in excess of his authority, filled in the blanks with D's name and with D's knowledge. D in good faith paid full value. Held, under sec. 6055,. Mich. Comp. Laws (1915) D has no claim against P, for he is not a holder in due course. Bronson v. Stetson, 252 Mich. 6, 232 N.W. 741.