Cases and Materials on Corporations, Including Partnerships and Limited Liability Companies
This title covers the law of business associations for introductory courses. It discusses all forms of business organizations, including agency, general partnerships, closely held corporations, publicly held corporations, limited partnerships, limited liability partnerships, and limited liability companies. The material on the unincorporated business forms has been completely revised and updated to reflect the centrality of these forms of business organization in modern law practice and in the economy generally. Among other state and model statutes, the Revised Uniform LLC Act (2006), the Revised Uniform Partnership Act (1997), the Uniform Limited Partnership Act (2001), and the Third Restatement of Agency (2006) are thoroughly discussed and cited. The casebook also covers fiduciary duties; corporate and other organizational governance; transactions by partners, directors, managers, and others; indemnification and insurance; and federal securities law, including insider trading and the Private Securities Litigation Reform Act. It also covers topics such as the Sarbanes-Oxley Act, the Securities Litigation Uniform Standards Act, and new regulations about full disclosure by registered publicly held companies.
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Chapter One Introduction
B An Introduction to Business Forms
Individual Tax Rates
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