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University of Colorado Law School

State and Local Government Law

Corporate law

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Full-Text Articles in Law

The Diverging Meaning Of Good Faith, Mark J. Loewenstein Jan 2009

The Diverging Meaning Of Good Faith, Mark J. Loewenstein

Publications

This article explores the meaning of "good faith" in the context of corporations and unincorporated entities. The courts, particularly in Delaware, have developed two different approaches. In the corporate arena, the courts are fashioning a notion of good faith that seems to require an examination of director motivations. In the unincorporated arena, good faith has a meaning grounded in contract law. These are two different concepts and reflect the fundamental differences between corporations and unincorporated entities, with the former based on fiduciary duties and the latter on contract. There are, however, indications that this "divergence" is starting to disappear, and …


Unocal Revisited: No Tiger In The Tank, Mark J. Loewenstein Jan 2001

Unocal Revisited: No Tiger In The Tank, Mark J. Loewenstein

Publications

No abstract provided.


Delaware As Demon: Twenty-Five Years After Professor Cary's Polemic, Mark J. Loewenstein Jan 2000

Delaware As Demon: Twenty-Five Years After Professor Cary's Polemic, Mark J. Loewenstein

Publications

No abstract provided.


Reflections On Executive Compensation And A Modest Proposal For (Further) Reform, Mark J. Loewenstein Jan 1996

Reflections On Executive Compensation And A Modest Proposal For (Further) Reform, Mark J. Loewenstein

Publications

No abstract provided.


Removal Of The Corporate Director During His Term Of Office, Arthur H. Travers Jr. Jan 1967

Removal Of The Corporate Director During His Term Of Office, Arthur H. Travers Jr.

Publications

The traditional rules governing the removal of corporate directors have evolved so as to insulate the board of directors from the shareholders who elect them. Professor Travers in his article examines initially the interests being advanced by protecting the board members from removal by their electorate. He then critically analyzes the law as it relates to these interests in order to suggest a more rational approach.