Law Commons^™

State Takeover Laws, Insider Trading, And The Interplay Between The Two: A New Perspective, Christopher J. Bebel, Kenneth C. Vert

West Virginia Law Review

No abstract provided.

Stock In A Closely Held Corporation:Is It A Security For Uniform Commercial Code Purposes?, Tracy A. Powell

Vanderbilt Law Review

The term security has many applications. No application, however,is more important than when an interest owned or traded is determined to be within the legal definition of security. Security is defined by statutes and applied by many courts for the purposes of federal securities laws and for state blue sky laws. When interpreting the term security for federal securities laws, courts have emphasized the underlying congressional purpose of protecting investors. State courts also have interpreted the term liberally in an effort to protect the public under blue sky laws.'

The definition of security in the Uniform Commercial Code(U.C.C.), however, has …

State Competence To Regulate Corporate Takeovers: Lessons From State Takeover Statutes, Alan E. Garfield

Hofstra Law Review

This Article reveals two very different lessons about state competence to regulate corporate takeovers. The first lesson is that some states are enacting anti-takeover legislation for the protectionist purpose of sheltering large local employers. The Article contends that the appropriate response to this legislation is for courts to invalidate it under the Commerce Clause. The second lesson is that some states, most notably Delaware, are enacting anti-takeover legislation to protect a state’s corporate chartering industry. In this instance, federal preemptive intervention is necessary to ensure that state law does not unduly favor management interests at shareholder expense.

Misreading The Williams Act, Lyman P.Q. Johnson, David K. Millon

Scholarly Articles

No abstract provided.

Missing The Point About State Takeover Statutes, Lyman P.Q. Johnson, David K. Millon

Scholarly Articles

No abstract provided.

Edgar V. Mite Corp. And Cts Corp. V. Dynamics Corp. Of America: A Subjective Look At State Takeover Legislation, P. Joseph Campisi Jr.

Hofstra Law Review

No abstract provided.