Open Access. Powered by Scholars. Published by Universities.®
- Institution
-
- University of Michigan Law School (1014)
- Universitas Indonesia (873)
- William & Mary Law School (488)
- Columbia Law School (453)
- Seattle University School of Law (436)
-
- Fordham Law School (366)
- Georgia State University College of Law (313)
- Washington and Lee University School of Law (313)
- UC Law SF (271)
- University of Colorado Law School (233)
- UIC School of Law (219)
- University of Maryland Francis King Carey School of Law (212)
- Maurer School of Law: Indiana University (210)
- American University Washington College of Law (208)
- Brooklyn Law School (208)
- University of Georgia School of Law (197)
- Vanderbilt University Law School (189)
- Boston University School of Law (184)
- Villanova University Charles Widger School of Law (152)
- University of Kentucky (151)
- University of Miami Law School (151)
- West Virginia University (150)
- BLR (148)
- University of Richmond (144)
- Singapore Management University (135)
- Pepperdine University (134)
- University of Washington School of Law (134)
- Duke Law (131)
- Brigham Young University Law School (127)
- Cornell University Law School (123)
- Keyword
-
- Corporations (1037)
- Corporate governance (648)
- Corporate law (381)
- Shareholders (223)
- SEC (185)
-
- Corporation (184)
- Partnerships (167)
- Securities (152)
- Corporate Law (145)
- Regulation (145)
- Business (144)
- Liability (125)
- Antitrust (123)
- Corporate Governance (122)
- Corporate (120)
- Delaware (120)
- Taxation (118)
- Investment (111)
- Securities and Exchange Commission (110)
- Law (107)
- Economics (105)
- Bankruptcy (104)
- Fiduciary duty (100)
- Fiduciary duties (99)
- Law and Economics (94)
- Disclosure (91)
- Fraud (91)
- Shareholder (91)
- Corporation law (90)
- Corporate social responsibility (87)
- Publication Year
- Publication
-
- Faculty Scholarship (1067)
- Jurnal Hukum & Pembangunan (738)
- Michigan Law Review (596)
- Seattle University Law Review (414)
- Superior Court of Fulton County: Metro Atlanta Business Case Division Opinions (298)
-
- Articles (267)
- UC Law Business Journal (266)
- Fordham Journal of Corporate & Financial Law (263)
- William & Mary Annual Tax Conference (234)
- Faculty Publications (214)
- UIC Law Review (211)
- Washington and Lee Law Review (180)
- West Virginia Law Review (147)
- ExpressO (144)
- Scholarly Works (143)
- Vanderbilt Law Review (133)
- Villanova Law Review (1956 - ) (130)
- "Dharmasisya” Jurnal Program Magister Hukum FHUI (129)
- Research Collection Yong Pung How School Of Law (125)
- Scholarly Articles (120)
- Indiana Law Journal (119)
- Journal of Business & Technology Law (116)
- Kentucky Law Journal (115)
- Buffalo Law Review (112)
- Publications (110)
- Cleveland State Law Review (94)
- BYU Law Review (90)
- Washington Law Review (88)
- Georgetown Law Faculty Publications and Other Works (87)
- Cornell Law Faculty Publications (82)
- Publication Type
- File Type
Articles 10351 - 10380 of 10765
Full-Text Articles in Law
Taxation - Social Security - Dissolution Of Corporation And Formation Of Partnership As Means Of Avoiding Tax, Arthur P. Boynton
Taxation - Social Security - Dissolution Of Corporation And Formation Of Partnership As Means Of Avoiding Tax, Arthur P. Boynton
Michigan Law Review
The O Company surrendered its corporate charter and began operating under an agreement purporting to establish a partnership relation between the former officers and employees whereby complete management including the power to employ, discharge and control the duties of its members was vested in a "board of control" elected by and subject to changes made by the majority in interest. Net profits and losses were shared in proportion to the respective interests. The firm could be dissolved only by a vote of the majority in interest and not by transfer of interest, death or resignation of a member. Advice was …
Corporations - Stockholders' Suits - Federal Courts -Requirement Of Stock Ownership At The Time Of The Injury Complained Of, Robert E. Sipes
Corporations - Stockholders' Suits - Federal Courts -Requirement Of Stock Ownership At The Time Of The Injury Complained Of, Robert E. Sipes
Michigan Law Review
When necessary to protect the interest of a stockholder, a court of equity will entertain an action by the stockholder to enforce a right belonging to the corporation. The suit is a derivative one, the corporation being the party primarily injured and the immediate beneficiary of the proceeds of any judgment. The basis for the suit has been explained in a number of ways. It has been held that in a proper case equity will disregard the corporate fiction and allow the derivative suit in order to protect the right which beneficially belongs to the stockholder although nominally to the …
Bankruptcy - Corporate Reorganization - Fairness Of The Plan, Stanton J. Schuman
Bankruptcy - Corporate Reorganization - Fairness Of The Plan, Stanton J. Schuman
Michigan Law Review
In a reorganization under 77B the unsecured creditors were to be paid by receiving non-voting preferred stock of the insolvent debtor up to the amount of their claims. The old preferred stockholders were to keep the balance of this same class of stock. One thousand shares of voting common stock were to be given to the old shareholders on the basis of one new share for each old share. The plan was approved by ninety-four per cent of the creditors, but the master proposed an amendment whereby the creditors were to have the right to vote in the selection of …
Corporations - Amendments By Majority Of The Stockholders - Provision In Certificate Of Incorporation Requiring More Than Majority, Stanton J. Schuman
Corporations - Amendments By Majority Of The Stockholders - Provision In Certificate Of Incorporation Requiring More Than Majority, Stanton J. Schuman
Michigan Law Review
A Delaware general corporation statute provided for changing the preferences, rights, or powers of any class of stock if a majority in interest of each class voted in the affirmative thereon. Another part of the statute allowed the certificate of incorporation to require a larger proportion. The certificate of incorporation of D corporation required a vote of seventy-five per cent of the outstanding preferred stock to change the "designations," preferences, and voting powers" of the preferred stock. This required vote was reduced to sixty per cent by an amendment which received a favorable vote of fifty-five per cent of such …
Corporations - Stockholders' Suits - Effect Of Erie Railroad V. Tompkins On Federal Equity Rule 27, Leonard D. Verdier Jr.
Corporations - Stockholders' Suits - Effect Of Erie Railroad V. Tompkins On Federal Equity Rule 27, Leonard D. Verdier Jr.
Michigan Law Review
Plaintiffs filed a stockholders' bill in federal equity court to enforce certain rights of Hearst Consolidated Publications, Inc., a Delaware corporation. The individual defendants, directors of the corporation, were charged with having effected a plan to sell various Hearst properties to the corporation at excessive prices. Defendants moved to strike from the bill of complaint paragraphs referring to transactions which occurred prior to the date when plaintiffs acquired their stock. The motion was based on equity rule 27. The contention of counsel for plaintiffs was that rule 27 is based on the federal general law, which on this point conflicts …
Corporations - Conditions Under Which Settlement Of Corporate Claims Will Not Prevent A Stockholder's Derivative Suit On Such Claims, John M. Ulman
Corporations - Conditions Under Which Settlement Of Corporate Claims Will Not Prevent A Stockholder's Derivative Suit On Such Claims, John M. Ulman
Michigan Law Review
In the recent case of United States Lines, Inc. v. United States Lines Co. the plaintiff was a minority stockholder in United States Lines, Inc., whose only asset was a minority stock interest in the United States Lines Company. A majority of the stock in both companies was owned by the International Mercantile Marine Company. An action originally brought by the United States Lines, Inc., but settled out of court, was sought to be continued by the plaintiff, who alleged: (1) that the Marine Company and its subsidiaries had entered into fraudulent contracts with the United States Lines Company and …
Corporations -Parent And Subsidiary-Right Of Parent Or Subsidiary To Share With Other Creditors In Assets Of Associated Corporation On The Latter's Insolvency, Collins E. Brooks
Corporations -Parent And Subsidiary-Right Of Parent Or Subsidiary To Share With Other Creditors In Assets Of Associated Corporation On The Latter's Insolvency, Collins E. Brooks
Michigan Law Review
Increasingly in the past few years, courts throughout the country have seemed willing to disregard what Professor Ballantine has called the "basic theory of corporation law," the concept that a corporation is an entity entirely distinct and separate from its stockholders. It is not the purpose of this writer to take issue with this tendency; for the most part the decisions seem sound and the results just. It is believed, however, that the rules used by the courts in reaching those decisions are, in many instances, open to question. There is one situation in particular in which the courts have …
Corporations - Negotiability Of Stock Certificates - Uniform Stock Transfer Act, Charles R. Linton
Corporations - Negotiability Of Stock Certificates - Uniform Stock Transfer Act, Charles R. Linton
Michigan Law Review
Plaintiff holding company was incorporated with Murtland and two dummies as shareholders and officers. Murtland pledged a stock certificate, representing shares of another corporation owned by his corporation, with the defendant bank to secure a personal loan; an assignment and power of attorney was executed by the plaintiff through Murtland and one of the dummy shareholders as officers, the other shareholder having knowledge of the transaction. Upon the bankruptcy of Murtland, defendant sought to sell the collateral; plaintiff seeks to enjoin the sale on the ground that the assignment had not been authorized by its board of directors. Held, …
Corporations - Disregarding Corporate Entity - Fraud, Collins E. Brooks
Corporations - Disregarding Corporate Entity - Fraud, Collins E. Brooks
Michigan Law Review
A and B purchased from plaintiffs all of the stock of defendant corporation. Prior to the transaction, and as a basis for negotiations, plaintiffs had an accountant prepare a statement of corporate assets and liabilities, which showed that the corporation was in financial difficulties. A and B acknowledged the corporate indebtedness and took over the corporation. Later, plaintiffs brought suit against the corporation on claims for salaries and advancements allegedly due them from it, which claims had not appeared on the statement of corporate liabilities. Held, the corporate entity would be disregarded, and plaintiffs estopped from setting up their …
Taxation - Income Tax - Surtax On Income Of Corporation Where Profits Are Accumulated To Avoid Surtax On Income Of Its Shareholders - Construction, Brackley Shaw
Michigan Law Review
Section 104 of the Revenue Act of 1928 imposed a surtax on the net income of any corporation "formed or availed of for the purpose of preventing the imposition of the surtax on its shareholders through the medium of permitting its gains and profits to accumulate instead of being divided and distributed," and provided that "the fact that the gains or profits are permitted to accumulate beyond the reasonable needs of the business shall be prima facie evidence of a purpose to escape the surtax." Defendant corporation was formed in 1911 with $200,000 capital stock all owned by Kohl. In …
Reorganization Under The Chandler Act: Features Of The New Revised Bankruptcy Law That Pertain To Corporate Reorganization, Roger L. Shidler
Reorganization Under The Chandler Act: Features Of The New Revised Bankruptcy Law That Pertain To Corporate Reorganization, Roger L. Shidler
Washington Law Review
The Chandler Act, which makes a complete revision of the bankruptcy laws, became effective on September 22, 1938. In this act there are incorporated some very substantial changes in the law relating to corporate reorganizations. The corporate reorganization provisions in former Section 77-B of the Bankruptcy Act have been changed and revised, and have been incorporated in the new bankruptcy act as Chapter X. Most of the changes were made as a result of the recommendations of the Securities and Exchange Commission, after a study of corporate reorganizations made by direction of Congress. While many of the changes are purely …
Partnership-Power Of Liquidating Partner To Bind The Partnership
Partnership-Power Of Liquidating Partner To Bind The Partnership
Indiana Law Journal
No abstract provided.
Parent And Subsidiary Corporations-Set-Off And Counterclaim
Parent And Subsidiary Corporations-Set-Off And Counterclaim
Indiana Law Journal
No abstract provided.
Re-Examination Of The Desirability Of The Corporate Form Of Business Organization, Harold Holmes Bredell
Re-Examination Of The Desirability Of The Corporate Form Of Business Organization, Harold Holmes Bredell
Indiana Law Journal
No abstract provided.
Municipal Corporation Tort Liability
Is A Corporation A Person, Clarence E. Martin
Is A Corporation A Person, Clarence E. Martin
West Virginia Law Review
No abstract provided.
Municipal Corporations-Limitation Of Indebtedness
Municipal Corporations-Limitation Of Indebtedness
Indiana Law Journal
No abstract provided.
Public Utility Holding Company Act - Corporate Simplification And Geographic Integration Under Section Ii, Brackley Shaw
Public Utility Holding Company Act - Corporate Simplification And Geographic Integration Under Section Ii, Brackley Shaw
Michigan Law Review
Section II of the Public Utility Holding Company Act of 1935, the so-called "death sentence" clause, carries the specifications for achieving two of the government's main objectives in passing the act: corporate simplification and geographical integration of the large utility holding company systems.
Taxation - Capital Gains Tax (Revenue Act Of 1928) - Reorganizations - Definition Of A Party To A Reorganization, Milton A. Kramer
Taxation - Capital Gains Tax (Revenue Act Of 1928) - Reorganizations - Definition Of A Party To A Reorganization, Milton A. Kramer
Michigan Law Review
Although "certainty" is one of the most desirable features of taxation, that quality has been conspicuously absent in regard to the portions of the 1928 Revenue Act which deal with capital gains in corporate reorganizations. In the four situations which the act sets forth as constituting a reorganization, capital gains arising therefrom are exempt from tax computation, the general purpose being to remove any impediment to normal corporate adjustments and to prevent the recognition of gains or losses until they are actually realized. However, this provision soon became an invitation for ingenious counsel to arrange the sales of corporate assets …
Associations - Massachusetts Trusts - Personal Liability Of Trustees On Contracts, Michigan Law Review
Associations - Massachusetts Trusts - Personal Liability Of Trustees On Contracts, Michigan Law Review
Michigan Law Review
The trustees of a business trust, by their agent, accepted seven trade acceptances in which there was no stipulation against the personal liability of the trustees. The trust instrument under which the business was operating provided that the trustees were to be under no "personal obligation or liability of any kind," and that all having transactions with the trustees are put on notice that no trustee or subscriber is personally liable, and further, that in all contracts made by the trustees, "specific mention shall be made therein of this trust to the end that any and all parties must look …
Corporations--Effects Of Dissolution Under Statute Continuing Dissolved Corporations--Power To Commit Act Of Bankruptcy, V. V. C.
West Virginia Law Review
No abstract provided.
Corporations--State's Right To Amend Or Repeal Corporate Charters--Limitations, F. W. L.
Corporations--State's Right To Amend Or Repeal Corporate Charters--Limitations, F. W. L.
West Virginia Law Review
No abstract provided.
Corporate Nationality And The Neutrality Law, Paul Weidenbaum
Corporate Nationality And The Neutrality Law, Paul Weidenbaum
Michigan Law Review
Even a superficial reading of the neutrality law indicates that certain problems of corporate entity and nationality are of utmost importance for its future working. This act seeks to give protection from certain real or assumed dangers. The problem arises whether such purpose cannot be wholly frustrated by the simple means and ways afforded by incorporation. This problem has never been hidden.
Corporations-Foreign Corporations-Entrance Fees-Constitutionality, Charles E. Nadeau
Corporations-Foreign Corporations-Entrance Fees-Constitutionality, Charles E. Nadeau
Michigan Law Review
A Virginia statute, providing that foreign corporations desiring to carry on intrastate business there must pay an entrance fee graduated according to authorized capital stock, imposed on plaintiff a fee of $5,000. Only two-thirds of plaintiff's authorized stock was issued. A considerable amount of its assets were used in interstate commerce, though the sum invested in Virginia was negligible. Plaintiff contended that such an entrance fee burdened interstate commerce because measured by property used in interstate commerce, that it denied due process because measured by property without the state, and that it denied equal protection of the laws becaused measured …
Corporations - Validity Of Contract Executed During Suspension Of Charter For Failure To File Proper Annual Report - Effect Of Innocent Mistake, Ralph Winkler
Michigan Law Review
A Virginia statute, providing that foreign corporations desiring to carry on intrastate business there must pay an entrance fee graduated according to authorized capital stock, imposed on plaintiff a fee of $5,000. Only two-thirds of plaintiff's authorized stock was issued. A considerable amount of its assets were used in interstate commerce, though the sum invested in Virginia was negligible. Plaintiff contended that such an entrance fee burdened interstate commerce because measured by property used in interstate commerce, that it denied due process because measured by property without the state, and that it denied equal protection of the laws becaused measured …
Corporations - Corporate Seal - When Affixing Seal Makes The Instrument A Specialty, Edward D. Ransom
Corporations - Corporate Seal - When Affixing Seal Makes The Instrument A Specialty, Edward D. Ransom
Michigan Law Review
The plaintiff contracted to buy gasoline from a subsidiary of the defendant. The lengthy contract was signed at the end by the proper officers and in juxtaposition to the signatures were the corporate seals of both parties. The contract contained a recital of sealing. On a separate page, but attached to the contract, was a guaranty by the defendant of the subsidiary's performance. This also was sealed with the corporate seals of both parties adjacent to the signatures of the officers. No mention of sealing was contained in the guaranty. On default by the subsidiary, the plaintiff sued on the …
Amendment Of Corporate Charters, F. L. W.
Amendment Of Corporate Charters, F. L. W.
West Virginia Law Review
No abstract provided.
Derivative Stockholder's Suits In West Virginia, C. A. P. Jr.
Derivative Stockholder's Suits In West Virginia, C. A. P. Jr.
West Virginia Law Review
No abstract provided.
Corporations-Amendment Of Charter - Fundamental Change Of Purpose, Michigan Law Review
Corporations-Amendment Of Charter - Fundamental Change Of Purpose, Michigan Law Review
Michigan Law Review
Plaintiff, a cooperative association incorporated under the laws of Minnesota as a wholesaler of oil, sued defendant, a member of the cooperative, for goods sold and delivered. Pursuant to the statute which provided that such cooperatives may amend their articles by a vote of the majority of the membership "in respect to any other matter which the original articles of incorporation of the same kind might lawfully have contained," plaintiff's articles of incorporation had been amended, adding to the original purposes "any mercantile, jobbing, wholesale and retail, mining, manufacturing and mechanical business on the cooperative plan." These were all objects …
Corporations -Amendment Of Charter - Power Of Legislature To Authorize, Michigan Law Review
Corporations -Amendment Of Charter - Power Of Legislature To Authorize, Michigan Law Review
Michigan Law Review
Remington Rand, Inc., by amendments to its charter authorized by laws passed subsequent to its incorporation, reclassified its stock so as to extinguish $26.25 dividends cumulated on the first preferred stock. The complainant was owner of some of the first preferred stock. He filed a bill in equity to invalidate the reclassification, to compel restoration of the original capital structure, and to compel the payment of the cumulated dividend so extinguished. Held, complainant cannot succeed as to his demand for invalidation of reclassification and restoration of the capital structure because of laches. He cannot force the payment of dividends …