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- Arkansas Act 1003; Small Business Entity Tax Pass Through Act; Arkansas Limited Liability Company Act; LLC; history and development of LLC concept; LLC compared to limited partnership; LLC compared to corporation; tax treatments of LLCs; unsettled tax issues; extraterritorial liability; securities treatment of LLCs; use of LLCs to practice professions; conversion to an LLC; (1)
- Arkansas Nonprofit Corporation Act of 1993; nonprofit corporations; rules for corporate governance; standards of conduct for officers; election of nonprofit status; Revised Model Nonprofit Corporation Act; RMNCA; classification of corporations; judicial supervision; meetings; action without meetings; fiduciary liability of directors; indemnification of directors and officers; factors favoring election; procedure for making election (1)
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Articles 1 - 27 of 27
Full-Text Articles in Law
Business Associations, Paul A. Quirós, Lynn Schutte Scott
Business Associations, Paul A. Quirós, Lynn Schutte Scott
Mercer Law Review
This Article analyzes cases in the areas of corporate, partnership, securities, and banking law decided during the survey period by the Georgia Court of Appeals, the Georgia Supreme Court, the United States district courts in Georgia and the United States Court of Appeals for the Eleventh Circuit. Additionally, the Article highlights certain enactments by the Georgia General Assembly revising the Georgia Corporate Code.
Business Organizations—Limited Liability Companies In Arkansas: The Knowns And The Unknowns, C. Timothy Spainhour
Business Organizations—Limited Liability Companies In Arkansas: The Knowns And The Unknowns, C. Timothy Spainhour
University of Arkansas at Little Rock Law Review
No abstract provided.
Department Of Corporations, L. Pitesa
Department Of Corporations, L. Pitesa
California Regulatory Law Reporter
No abstract provided.
Causation And Injury In Corporate Control Transactions: Cede & Co. V. Technicolor, Inc., Jacqueline M. Veneziani
Causation And Injury In Corporate Control Transactions: Cede & Co. V. Technicolor, Inc., Jacqueline M. Veneziani
Washington Law Review
In Cede & Co. v. Technicolor, Inc., the Delaware Supreme Court held that shareholders are not required to prove injury from corporate directors' failure to exercise due care in approving a merger transaction. Tort principles, the court stated, have no role in a business judgment rule analysis. Therefore, once shareholders prove a violation of the directors' duty of care, the burden is shifted to the directors to prove the entire fairness of the transaction despite the absence of a breach of the duty of loyalty. This Note argues that the entire fairness review of a disinterested board transaction is unworkable. …
The Nonprofit Corporation Act Of 1993: Considering The Election To Apply The New Law To Old Corporations, James Edward Harris
The Nonprofit Corporation Act Of 1993: Considering The Election To Apply The New Law To Old Corporations, James Edward Harris
University of Arkansas at Little Rock Law Review
No abstract provided.
Department Of Corporations, M. Bontems
Department Of Corporations, M. Bontems
California Regulatory Law Reporter
No abstract provided.
Form And Substance In The Definition Of A "Security": The Case Of Limited Liability Companies, Larry E. Ribstein
Form And Substance In The Definition Of A "Security": The Case Of Limited Liability Companies, Larry E. Ribstein
Washington and Lee Law Review
No abstract provided.
West Virginia's Limited Liability Company Act: Problems With The Act, Ann Maxey
West Virginia's Limited Liability Company Act: Problems With The Act, Ann Maxey
West Virginia Law Review
No abstract provided.
The Corporation's Split Personality, Herbert Hovenkamp
The Corporation's Split Personality, Herbert Hovenkamp
Michigan Law Review
A Review of The Multinational Challenge to Corporation Law: The Search for a New Corporate Personality by Phillip I. Blumberg
Reappraising The Real Entity Theory Of The Corporation, Michael J. Phillips
Reappraising The Real Entity Theory Of The Corporation, Michael J. Phillips
Florida State University Law Review
No abstract provided.
Using Profits To Compensate A Service Provider—Potential Partnership Characterization, Carolyn S. Nachmias
Using Profits To Compensate A Service Provider—Potential Partnership Characterization, Carolyn S. Nachmias
Florida State University Law Review
No abstract provided.
Department Of Corporations, M. Bontems
Department Of Corporations, M. Bontems
California Regulatory Law Reporter
No abstract provided.
The Responsible Corporate Officer: Designated Felon Or Legal Fiction?, Brenda S. Hustis, John Y. Gotanda
The Responsible Corporate Officer: Designated Felon Or Legal Fiction?, Brenda S. Hustis, John Y. Gotanda
Loyola University Chicago Law Journal
No abstract provided.
Corporate Takeover Defenses After Qvc: Can Target Boards Prevent Hostile Tender Offers Without Breaching Their Fiduciary Duties, Melissa M. Kurp
Corporate Takeover Defenses After Qvc: Can Target Boards Prevent Hostile Tender Offers Without Breaching Their Fiduciary Duties, Melissa M. Kurp
Loyola University Chicago Law Journal
No abstract provided.
Director Conflict Of Interest Under The Model Business Corporation Act: A Model For All States?, Peter E. Kay
Director Conflict Of Interest Under The Model Business Corporation Act: A Model For All States?, Peter E. Kay
Washington Law Review
The American Bar Association has adopted a new model director conflict of interest statute based on bright-line definitions and a rigid preclusion of judicial review. This Comment examines the statute and provides revisions that are necessary for the statute to operate as the drafters intended. The Comment also challenges the merits of the statute by arguing that its reliance on disinterested director approval procedures is an inadequate safeguard for shareholders and its emphasis on large corporations renders the statute unsuitable for the majority of corporations.
Annual Survey Of Virginia Law: Business And Corporate Law, Thomas E. Repke
Annual Survey Of Virginia Law: Business And Corporate Law, Thomas E. Repke
University of Richmond Law Review
This article reviews recent developments in the law affecting Virginia businesses and corporations. Part II discusses several acts of the 1994 session of the Virginia General Assembly that amend Virginia's corporate, partnership, and limited liability company statutes. Part III discusses recent judicial decisions in Virginia courts that address business and corporate law issues.
Proposal To Change The Patent Reexamination Statute To Eliminate Unnecessary Litigation, 27 J. Marshall L. Rev. 887 (1994), Marvin Motsenbocker
Proposal To Change The Patent Reexamination Statute To Eliminate Unnecessary Litigation, 27 J. Marshall L. Rev. 887 (1994), Marvin Motsenbocker
UIC Law Review
No abstract provided.
Proxy Reform As A Means Of Increasing Shareholder Participation In Corporate Governance: Too Little, But Not Too Late , Carol Goforth
Proxy Reform As A Means Of Increasing Shareholder Participation In Corporate Governance: Too Little, But Not Too Late , Carol Goforth
American University Law Review
No abstract provided.
In-House Counsel Access To Confidential Information Produced During Discovery In Intellectual Property Litigation, 27 J. Marshall L. Rev. 657 (1994), Louis S. Sorell
In-House Counsel Access To Confidential Information Produced During Discovery In Intellectual Property Litigation, 27 J. Marshall L. Rev. 657 (1994), Louis S. Sorell
UIC Law Review
No abstract provided.
A Step In The Right Direction: Washington Passes The Limited Liability Company Act, Jessica A. Eaves
A Step In The Right Direction: Washington Passes The Limited Liability Company Act, Jessica A. Eaves
Seattle University Law Review
This Article describes how and why the LLC Act was passed, and provides a general outline of the LLC form in Washington. Section II outlines the perceived barriers to operating a business in Washington state. Section III sets out a brief legislative history of the Act, including the attempts by the Washington State Trial Lawyers Association to block the legislation, and proposed amendments to the legislation. Section IV describes the specifics of the LLC entity by reference to the Washington Limited Liability Company Act. Section IV also presents the comparative advantages of LLCs to other business forms. Finally, Section V …
Unpacking Limited Liability: Direct And Vicarious Liability Of Corporate Participants For Torts Of The Enterprise, Robert B. Thompson
Unpacking Limited Liability: Direct And Vicarious Liability Of Corporate Participants For Torts Of The Enterprise, Robert B. Thompson
Vanderbilt Law Review
The corporate form limits the liability of shareholders and other participants arising from the enterprise. This broad insulation shields corporate participants not only from vicarious liability for the acts of others, but even from liability for some of their own acts taken in the corporate name. The liability that is avoided does not disap- pear into a black hole; it falls onto another person. If the liability is shifted to a tort victim, the use of the corporate form seems particularly troublesome, permitting the enterprise to externalize part of the cost of doing business. This limitation seems inconsistent with the …
Administrative Aspects Of State Corporation Law, M. Thomas Arnold
Administrative Aspects Of State Corporation Law, M. Thomas Arnold
University of Richmond Law Review
Modern state corporation statutes are primarily enabling rather than regulatory in nature. In spite of this, there are certain administrative aspects of such statutes with which an attorney practicing in the corporate area must be familiar. This article discusses these administrative aspects of state corporation law.
The Public Pays, The Corporation Profits: The Emasculation Of The Public Purpose Doctrine And A Not-For-Profit Solution, Dale F. Rubin
The Public Pays, The Corporation Profits: The Emasculation Of The Public Purpose Doctrine And A Not-For-Profit Solution, Dale F. Rubin
University of Richmond Law Review
Massive subsidies by state and local governments to private corporations for the purpose of inducing such corporations to retain or locate facilities in their respective locales are attracting greater public scrutiny. Commentators are beginning to question whether the public entity receives benefits anywhere near the value of the subsidy. In Virginia, where Governor George Allen proposed giving the Walt Disney Corporation $163 million in subsidies to establish a theme park, the public responded with bumper stickers that read "Virginia Pays-Disney Profits."
Incentives For Peace And Profits: Federal Legislation To Encourage U.S. Enterprises To Invest In Arab-Israeli Joint Ventures, Daniel Lubetzky
Incentives For Peace And Profits: Federal Legislation To Encourage U.S. Enterprises To Invest In Arab-Israeli Joint Ventures, Daniel Lubetzky
Michigan Journal of International Law
This article proposes a set of provisions that would encourage U.S. companies and entities to invest in joint ventures with Israeli and Arab partners in the Middle East. The immediate effect of these provisions would be to revive and fortify the economies of that region. The long-term objectives behind the enactment of such incentives would be threefold: (1) to improve the prospects for peace and stability in the Middle East; (2) to enhance the strategic and political standing of the United States in the Middle East; and (3) to increase the long-term international competitiveness of U.S. businesses.
Nodak Bancorporation V. Clarke: Redefining The Rights Of Minority Shareholders In A Freeze-Out Merger Under The National Bank Act, Diana R. Ivanovic
Nodak Bancorporation V. Clarke: Redefining The Rights Of Minority Shareholders In A Freeze-Out Merger Under The National Bank Act, Diana R. Ivanovic
Villanova Law Review
No abstract provided.
Corporate Law - Developing Uniformity In Limitations Periods For Implied Private Actions Under The Securities Exchange Act Of 1934, Gregory W. Ladner
Corporate Law - Developing Uniformity In Limitations Periods For Implied Private Actions Under The Securities Exchange Act Of 1934, Gregory W. Ladner
Villanova Law Review
No abstract provided.
The Limited Liability Company Act: Understanding Kentucky's New Organizational Option, Thomas E. Rutledge, Lady E. Booth
The Limited Liability Company Act: Understanding Kentucky's New Organizational Option, Thomas E. Rutledge, Lady E. Booth
Kentucky Law Journal
No abstract provided.