Open Access. Powered by Scholars. Published by Universities.®

Law Commons

Open Access. Powered by Scholars. Published by Universities.®

Articles 1 - 5 of 5

Full-Text Articles in Law

Directorial Fiduciary Duties In A Tracking Stock Equity Structure: The Need For A Duty Of Fairness, Jeffrey J. Hass Jun 1996

Directorial Fiduciary Duties In A Tracking Stock Equity Structure: The Need For A Duty Of Fairness, Jeffrey J. Hass

Michigan Law Review

Part I of this article briefly describes the key distinctions between a tracking stock corporation and a conventional corporation. It then touches on the reasons why corporations have adopted tracking stock equity structures. Part II articulates the unique legal challenges presented by a tracking stock equity structure. Part III discusses the disclosure that tracking stock corporations have made with respect to these challenges. Part IV briefly summarizes the fiduciary duties of care and loyalty and explores why these duties are ill-equipped to address these challenges. Part V presents the duty of fairness and discusses the duty's elements in detail. In …


When It’S Ok To Sell The Monet: A Trustee-Fiduciary-Duty Framework For Analyzing The Deaccessioning Of Art To Meet Museum Operating Expenses, Jennifer L. White Feb 1996

When It’S Ok To Sell The Monet: A Trustee-Fiduciary-Duty Framework For Analyzing The Deaccessioning Of Art To Meet Museum Operating Expenses, Jennifer L. White

Michigan Law Review

Contrary to the view adopted by current codes of ethics, this Note argues that courts should approve a museum director's use of proceeds from the sale of deaccessioned art to meet operating expenses if the director's conduct comports with the duties of trustees under the law of trusts. Part I explores possible organizational structures for museums, including the charitable trust and the nonprofit corporation. Part I also compares the fiduciary duties of museum managers under trust and corporate law. Part II argues that courts should apply trust-law principles both to trustees of charitable trusts and directors of charitable corporations26 because …


Directorial Fiduciary Duties In A Tracking Stock Equity Structure: The Need For A Duty Of Fairness, Jeffrey J. Haas Jan 1996

Directorial Fiduciary Duties In A Tracking Stock Equity Structure: The Need For A Duty Of Fairness, Jeffrey J. Haas

Articles & Chapters

No abstract provided.


A Positive Analysis Of The Common Law Of Corporate Fiduciary Duties, Rutheford B. Campbell Jr. Jan 1996

A Positive Analysis Of The Common Law Of Corporate Fiduciary Duties, Rutheford B. Campbell Jr.

Kentucky Law Journal

No abstract provided.


Calling Off The Lynch Mob: The Corporate Director's Fiduciary Disclosure Duty, Lawrence Hamermesh Dec 1995

Calling Off The Lynch Mob: The Corporate Director's Fiduciary Disclosure Duty, Lawrence Hamermesh

Lawrence A. Hamermesh

No abstract provided.