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Articles 91 - 120 of 127
Full-Text Articles in Business Organizations Law
A Proposal To Eliminate Director Standards From The Model Business Corporations Act, D. Gordon Smith
A Proposal To Eliminate Director Standards From The Model Business Corporations Act, D. Gordon Smith
Faculty Scholarship
The Committee on Corporate Laws of the Business Section of the American Bar Association recently adopted amendments to the section of the Model Business Corporation Act (MBCA) enunciating standards of director performance. In place of the current section 8.30, which has been adopted by 42 states, the Committee has adopted two sections - one defining a standard of conduct and one defining a standard of liability for corporate directors. This paper argues that these new standards do not achieve the goals of bifurcation. Moreover, if adopted and used, the new standards will engender confusion and possibly inequitable results. This paper …
Jehovah's Witnesses V. Land Berlin: Requiring Religious Communities Seeking Public Corporation Status In Germany To Satisfy The "Meaning And Purpose Of Corporation Status" Test, Scott Kent Brown Ii
Jehovah's Witnesses V. Land Berlin: Requiring Religious Communities Seeking Public Corporation Status In Germany To Satisfy The "Meaning And Purpose Of Corporation Status" Test, Scott Kent Brown Ii
BYU Law Review
No abstract provided.
The Shareholder Primacy Norm, D. Gordon Smith
The Shareholder Primacy Norm, D. Gordon Smith
Faculty Scholarship
Corporate directors have a fiduciary duty to make decisions in the best interests of the shareholders. This aspect of fiduciary duty is often called the shareholder primacy norm. Legal scholars generally assume that the shareholder primacy norm is a major factor considered by boards of directors of publicly traded corporations in making ordinary business decisions and that changing the shareholder primacy norm would have an effect on the substance of those decisions. This Article challenges this view and argues that the shareholder primacy norm was never equipped to mediate conflicts between shareholders and nonshareholder constituencies of a corporation. The origins …
Venture Capital Contracting In The Information Age, D. Gordon Smith
Venture Capital Contracting In The Information Age, D. Gordon Smith
Faculty Scholarship
Most venture capitalists provide services to their portfolio companies beyond capital investment. Although these services form an important part of the bargain between the venture capitalists and the entrepreneur, they are rarely specified or even capable of specification in venture capital contracts. This article examines the moral hazard and adverse selection problems facing entrepreneurs who hire venture capitalists to provide value-added services and describes the role of the market for venture capitalist reputation in addressing those problems. Further, the Article speculates about whether advances in information technology - specifically, the World Wide Web - are likely to improve the efficiency …
Practical Guide To Forming A Partnership In Utah, John W. Welch
Practical Guide To Forming A Partnership In Utah, John W. Welch
Brigham Young University Journal of Public Law
No abstract provided.
Steinbach V. Hubbard: Somebody Call An Ambulance! The Fair Labor Standards Act And The Successor Liability Doctrine Have Been Seriously Injured!, Andrew P. Pickering
Steinbach V. Hubbard: Somebody Call An Ambulance! The Fair Labor Standards Act And The Successor Liability Doctrine Have Been Seriously Injured!, Andrew P. Pickering
BYU Law Review
No abstract provided.
Corporate Governance And Managerial Incompetence: Lessons From Kmart, D. Gordon Smith
Corporate Governance And Managerial Incompetence: Lessons From Kmart, D. Gordon Smith
Faculty Scholarship
Modern corporate governance scholars often extol an activist role by institutional investors in directing corporate activity. Widely viewed as a solution to the collective action problems that inhibit such activism by individual investors, institutional investors are praised for adding value to corporations through their participation in the decision making process. The ouster of Joseph Antonini as Chief Executive Officer of Kmart Corporation in 1995 might be taken as a vindication of this view, because substantial evidence indicates that institutional investors played a crucial role in influencing Kmart's board of directors to remove him. In this Article, Professor Smith challenges this …
Stock Redemptions And The Family-Owned Corporation: Tax Traps Oll The Path To Capital Gain Treatment, Scott E. Copple
Stock Redemptions And The Family-Owned Corporation: Tax Traps Oll The Path To Capital Gain Treatment, Scott E. Copple
BYU Law Review
No abstract provided.
Restricting Shareholder Voting Rights Under The Utah Revised Business Corporation Act, Erik G. Davis
Restricting Shareholder Voting Rights Under The Utah Revised Business Corporation Act, Erik G. Davis
BYU Law Review
No abstract provided.
Practical Guide To Forming A Closely-Held Corporation In Utah, John W. Welch
Practical Guide To Forming A Closely-Held Corporation In Utah, John W. Welch
Brigham Young University Journal of Public Law
No abstract provided.
American Vending Services, Inc. V. Morse: The Problem Of Defective Incorporation In Utah, Douglas C. Waddoups
American Vending Services, Inc. V. Morse: The Problem Of Defective Incorporation In Utah, Douglas C. Waddoups
BYU Law Review
No abstract provided.
Utah Limited Liability Companies: The ''Ugly Ducklings", Keen L. Ellsworth
Utah Limited Liability Companies: The ''Ugly Ducklings", Keen L. Ellsworth
BYU Law Review
No abstract provided.
The Business Judgment Rule: How Much Board Deliberation Is Enough When A Board Is Under Time Constraints?-Citron V. Fairchild Camera And Instrument Corp., Jeffrey M. Moss
The Business Judgment Rule: How Much Board Deliberation Is Enough When A Board Is Under Time Constraints?-Citron V. Fairchild Camera And Instrument Corp., Jeffrey M. Moss
BYU Law Review
No abstract provided.
The Eec Merger Regulation And Its Impact On Non-Eec Businesses, Alec Burnside, Carl Meyntjens False
The Eec Merger Regulation And Its Impact On Non-Eec Businesses, Alec Burnside, Carl Meyntjens False
BYU Law Review
No abstract provided.
Company Law In The European Single Market, Richard D. English
Company Law In The European Single Market, Richard D. English
BYU Law Review
No abstract provided.
Cumulative Voting For Corporation Directors: Majority Shareholders In The Role Of A Fox Guarding A Hen House, Richard S. Dalebout
Cumulative Voting For Corporation Directors: Majority Shareholders In The Role Of A Fox Guarding A Hen House, Richard S. Dalebout
BYU Law Review
No abstract provided.
Corporate Scienter Under The Securities Exchange Act Of 1934, Craig L. Griffin
Corporate Scienter Under The Securities Exchange Act Of 1934, Craig L. Griffin
BYU Law Review
No abstract provided.
Independent Motion Picture Financing: Unregistered Limited Partnership Offerings, James L. Thompson
Independent Motion Picture Financing: Unregistered Limited Partnership Offerings, James L. Thompson
BYU Law Review
No abstract provided.
Defining And Upholding State Rights To Regulate Tender Offers After Mite And Cts, Michael A. Day
Defining And Upholding State Rights To Regulate Tender Offers After Mite And Cts, Michael A. Day
Brigham Young University Journal of Public Law
No abstract provided.
Revision Of The Foreign Corrupt Practices Act By The 1988 Omnibus Trade Bill: Will It Reduce The Compliance Burdens And Anticompetitive Impact?, Judith L. Roberts
Revision Of The Foreign Corrupt Practices Act By The 1988 Omnibus Trade Bill: Will It Reduce The Compliance Burdens And Anticompetitive Impact?, Judith L. Roberts
BYU Law Review
No abstract provided.
Corporate Extortion In Japan: Sokaiya Endure Commercial Code Amendment, Dean L. Rostrom
Corporate Extortion In Japan: Sokaiya Endure Commercial Code Amendment, Dean L. Rostrom
BYU Law Review
No abstract provided.
Corporate Vicarious Liability For Punitive Damages, Timothy R. Zinnecker
Corporate Vicarious Liability For Punitive Damages, Timothy R. Zinnecker
BYU Law Review
No abstract provided.
Utah's Business Name Statutes: "An Open Invitation To Litigation", Richard E. Turley Jr.
Utah's Business Name Statutes: "An Open Invitation To Litigation", Richard E. Turley Jr.
BYU Law Review
No abstract provided.
Tax Considerations In Structuring Foreign Investment In The United States, Thomas H. Olsen
Tax Considerations In Structuring Foreign Investment In The United States, Thomas H. Olsen
BYU Law Review
No abstract provided.
Dismissing Derivative Suits Under The Business Judgment Rule: Zapata Corp. V. Maldonado, J. Brad Wiggins
Dismissing Derivative Suits Under The Business Judgment Rule: Zapata Corp. V. Maldonado, J. Brad Wiggins
BYU Law Review
No abstract provided.
The Corporate Acquisitions Proposal Of The Ali Subchapter C Project: Correcting Economic Inefficiencies By Election, Robert D. Crockett
The Corporate Acquisitions Proposal Of The Ali Subchapter C Project: Correcting Economic Inefficiencies By Election, Robert D. Crockett
BYU Law Review
No abstract provided.
Tax Apportionment Of The Income Of A Unitary Business: An Examination Of Mobil Oil Corp. V. Commissioner Of Taxes Of Vermont, William D. Dexter
Tax Apportionment Of The Income Of A Unitary Business: An Examination Of Mobil Oil Corp. V. Commissioner Of Taxes Of Vermont, William D. Dexter
BYU Law Review
No abstract provided.
The Impact Of The Mobil Case On Apportionment Of Income, Frank M. Keesling
The Impact Of The Mobil Case On Apportionment Of Income, Frank M. Keesling
BYU Law Review
No abstract provided.
The Curse Of Corporate Control: A Mutual Insurance Company-A Brief On Behalf Of Society, David Cowan Bayne
The Curse Of Corporate Control: A Mutual Insurance Company-A Brief On Behalf Of Society, David Cowan Bayne
BYU Law Review
No abstract provided.
Reflections On Section 382: Searching For A Rationale, J. Clifton Fleming Jr.
Reflections On Section 382: Searching For A Rationale, J. Clifton Fleming Jr.
BYU Law Review
No abstract provided.