Open Access. Powered by Scholars. Published by Universities.®
- Discipline
-
- Business Organizations Law (44)
- Banking and Finance Law (20)
- Law and Economics (11)
- State and Local Government Law (10)
- Legislation (9)
-
- Supreme Court of the United States (7)
- Courts (6)
- Legal Remedies (6)
- Litigation (6)
- Administrative Law (5)
- Internet Law (5)
- Law and Psychology (5)
- Law and Society (5)
- Agency (4)
- Jurisdiction (4)
- Comparative and Foreign Law (3)
- Contracts (3)
- Accounting Law (2)
- Consumer Protection Law (2)
- Intellectual Property Law (2)
- Legal Profession (2)
- Tax Law (2)
- Agriculture Law (1)
- Antitrust and Trade Regulation (1)
- Civil Procedure (1)
- Common Law (1)
- Conflict of Laws (1)
- Constitutional Law (1)
- Keyword
-
- Crowdfunding (10)
- Securities (9)
- Securities law (9)
- SEC (8)
- Securities regulation (7)
-
- CROWDFUND Act (6)
- Corporate governance (6)
- JOBS Act (6)
- Rule 10b-5 (6)
- Startup (6)
- Disclosure (5)
- Corporate law (4)
- Corporations (4)
- IPO (4)
- Corporation (3)
- Entrepreneur (3)
- Securities fraud (3)
- Agency costs (2)
- Book review (2)
- Business judgment rule (2)
- CEOs (2)
- Commodity futures (2)
- Contracts (2)
- Corporate governance reform (2)
- Corporate management (2)
- Corporation law (2)
- Courts (2)
- Damages (2)
- Debt (2)
- Derivatives trading (2)
Articles 61 - 72 of 72
Full-Text Articles in Securities Law
Making America Competitive, Mark J. Loewenstein
Responsibility Of Investment Bankers To Shareholders, Ted J. Fiflis
Responsibility Of Investment Bankers To Shareholders, Ted J. Fiflis
Publications
No abstract provided.
Toward An Auction Market For Corporate Control And The Demise Of The Business Judgment Rule, Mark J. Loewenstein
Toward An Auction Market For Corporate Control And The Demise Of The Business Judgment Rule, Mark J. Loewenstein
Publications
No abstract provided.
Of Lollipops And Law -- A Proposal For A National Policy Concerning Tender Offer Defenses, Ted J. Fiflis
Of Lollipops And Law -- A Proposal For A National Policy Concerning Tender Offer Defenses, Ted J. Fiflis
Publications
Early last year, Mesa Petroleum Company made a tender offer for shares of Unocal Corporation in an effort to take over Unocal. Unocal responded by using the "lollipop" defense, which is a discriminatory issuer self-tender offer. Unocal's use of this defense resulted in huge economic losses to many of Unocal's small shareholders who were not knowledgeable about the ramifications of their participation or non-participation in the tender offer. The Delaware Supreme Court upheld Unocal's use of this defense as an appropriate exercise of business judgment. A federal district court in California refused to strike down the lollipop under federal law …
Tender Offer Litigation And State Law, Mark J. Loewenstein
Tender Offer Litigation And State Law, Mark J. Loewenstein
Publications
The recent spate of hostile takeover battles has focused attention and criticism on the federal securities laws. Most claims of defeated offerors and disappointed shareholders have been based on sections 14(e) and 10(b) of the Securities Exchange Act of 1934. The United States Supreme Court, however, has limited such federal remedies and suggested that plaintiffs bring state-law actions for interference with a prospective economic advantage. Professor Loewenstein discusses this tort, which has not been used widely in this context, and reviews the tort's traditional elements, its formulation in the Restatement (Second) of Torts, and its recent treatment by state courts. …
Section 14(E) Of The Williams Act And The Rule 10b-5 Comparisons, Mark J. Loewenstein
Section 14(E) Of The Williams Act And The Rule 10b-5 Comparisons, Mark J. Loewenstein
Publications
The passage of the Williams Act in 1968 added a set of provisions to the Securities Exchange Act of 1934 to govern tender offers. In this article, Professor Loewenstein examines the antifraud provision of the Williams Act, codified as section 14(e) of the Securities Exchange Act of 1934, and the development of decisional law under it. After discussing the propriety of inferring a private cause of action from section 14(e), Professor Loewenstein argues that the judiciary's reliance on rule 10b-5 precedents to set the bounds of the 14(e) cause of action is unwarranted. He concludes: 1) that scienter should not …
Implied Contribution Under The Federal Securities Laws: A Reassessment, Mark J. Loewenstein
Implied Contribution Under The Federal Securities Laws: A Reassessment, Mark J. Loewenstein
Publications
No abstract provided.
Accounting For Mergers, Acquisitions And Investments, In A Nutshell: The Interrelationships Of, And Criteria For, Purchase Or Pooling, The Equity Method, And Parent-Company-Only And Consolidated Statements, Ted J. Fiflis
Publications
No abstract provided.
Choice Of Federal Or State Law For Attorneys' Professional Responsibility In Securities Matters, Ted J. Fiflis
Choice Of Federal Or State Law For Attorneys' Professional Responsibility In Securities Matters, Ted J. Fiflis
Publications
Professional standards of duty are implicated in the federal securities laws in two types of cases: those instituted by the SEC to impose sanctions for lack of character or unethical conduct and those brought by the SEC or private parties for violations of substantive provisions of the securities laws. The question faced by Professor Fiflis is whether state or federal standards should define the duties imposed under these laws. He argues that the proper method of resolving this question is to apply an interest analysis. Analyzing the various state and federal interests leads Professor Fiflis to the conclusion that federal …
Soft Information: The Sec's Former Exogenous Zone, Ted J. Fiflis
Soft Information: The Sec's Former Exogenous Zone, Ted J. Fiflis
Publications
No abstract provided.
Current Problems Of Accountants' Responsibilities To Third Parties, T. J. Fiflis
Current Problems Of Accountants' Responsibilities To Third Parties, T. J. Fiflis
Publications
No abstract provided.
Liability For Misleading Statements Under Section 11, Ted J. Fiflis
Liability For Misleading Statements Under Section 11, Ted J. Fiflis
Publications
No abstract provided.