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Takeover Statutes: The Dormant Commerce Clause And State Corporate Law, Arthur R. Pinto
Takeover Statutes: The Dormant Commerce Clause And State Corporate Law, Arthur R. Pinto
University of Miami Law Review
No abstract provided.
Stock Market Manipulation And Corporate Control Transactions, Norman S. Poser
Stock Market Manipulation And Corporate Control Transactions, Norman S. Poser
University of Miami Law Review
The definition of manipulation has recently become a live issue in the context of mergers, tender offers, and going private transactions In responding to allegations of manipulative management tactics, courts have sometimes stretched the concept of manipulation in order to find a violation of section 14(e) or section 10(b) of the Securities and Exchange Act of 1934. In the recent case of Schreiber v. Burlington Northern, Inc., the Supreme Court held that there can be no manipulation without misrepresentation or nondisclosure. The author shows that this is consistent with the antimanipulative provisions of the Exchange Act. He also explores …