Author: Edward P. Welch
Publisher: Wolters Kluwer Law & Business
Release Date: 2016-12-15
For quick access to Delaware Corporation Law when you re away from the office, here s a handy portable version of Folk you can easily carry to court in your briefcase. Adapted from the major 3-volume analysis of Delaware Corporation Law that is constantly cited by courts and relied upon daily by corporate lawyers everywhere, Folk Fundamentals gives you: The complete text of the Delaware General Corporation Law The essential and most commonly used analytic elements of the larger set s commentary Take this convenient one-volume softcover distillation any place you need to refer to Folk on the spot. Organized for Quick and Easy Reference! Following the unique and convenient organizational format of the 3-volume set, Folk Fundamentals provides annotated commentary with each section of the statute. Each section s commentary incorporates discussion of every significant court decision (including non-Delaware cases) that interprets the language and intent of that section, and adds the incisive analysis of Folk and his successor authors. This expert commentary synthesizes statute, cases, and analysis into clear, up-to-date guidance that can be put to immediate use in any business activity or situation affected by Delaware Corporation Law . With Folk Fundamentals, you ll be able to: Locate any provision of Delaware Corporation Law quickly Quote directly from the statute or commentary in the office or the courtroom Support or counter arguments with Folk s proven analysis "
Author: Edward P. Welch
Publisher: Aspen Publishers
Release Date: 2010-12-17
For quick access to Delaware Corporation Law when you're away from the office, here's a handy portable version of Folk you can easily carry to court in your briefcase. Adapted from the major 3-volume analysis of Delaware Corporation Law that is constantly cited by courts and relied upon daily by corporate lawyers everywhere, Folk Fundamentals gives you: The complete text of the Delaware General Corporation Law The essential and most commonly used analytic elements of the larger set's commentary Take this convenient one-volume softcover "distillation" any place you need to refer to Folk on the spot. Organized for Quick and Easy Reference! Following the unique and convenient organizational format of the 3-volume set, Folk Fundamentals provides annotated commentary with each section of the statute. Each section's commentary incorporates discussion of every significant court decision (including non-Delaware cases) that interprets the language and intent of that section, and adds the incisive analysis of Folk and his successor authors. This expert commentary synthesizes statute, cases, and analysis into clear, up-to-date guidance that can be put to immediate use in any business activity or situation affected by Delaware Corporation Law . With Folk Fundamentals, you'll be able to: Locate any provision of Delaware Corporation Law --quickly Quote directly from the statute or commentary in the office or the courtroom Support or counter arguments with Folk 's proven analysis
A compact quick reference version of the Michigan Rules of Evidence for the practitioner or student. Perfect for your desk or briefcase. Includes a table of contents for quick consultation. Updated through January 1, 2017. Contents Part I - General Part II - Judicial Notice Part III - Presumptions Part IV - Relevancy Part V - Privileges Part VI - Witnesses Part VII - Opinion and Expert Testimony Part VIII - Hearsay Part IX - Authentication and Identification Part X - Contents of Writings, Recordings, and Photographs Part XI - Miscellaneous
Author: Jo Bac
Publisher: Trafford Publishing
Release Date: 2017-10-23
This books focus is on one particular corporate governance risk that arises from the similarities between traditional elements of a willful blindness cause of action and those of company directors bad faith. An essential aspect of any consideration of corporate governance is the role played by the directors of companies who might have been facilitating the wrongdoing, in part, by remaining willfully blind while falling foul of the good-faith obligation. This study investigates cross application of the doctrines of good faith and willful blindness in company law in Delaware, USA, in comparison with company law in England, UK, with relation to company directors conduct. Here is the argument that courts in both legal systems under a particular set of conditions and hearing cases of company directors falling foul of the good-faith obligation should consider whether the willful-blindness doctrine sheds light on the interpretation of company directors alleged misconduct. A positive consideration of this approach could expand the courts horizons to include the most apparent individuals, namely the company directors, to face liability concerns for corporate disasters.
A New York Times Best Seller Merging real stories with theory, research, and practice, a prominent scholar offers a new approach to teaching and learning for every stakeholder in urban education. Drawing on his own experience of feeling undervalued and invisible in classrooms as a young man of color and merging his experiences with more than a decade of teaching and researching in urban America, award-winning educator Christopher Emdin offers a new lens on an approach to teaching and learning in urban schools. For White Folks Who Teach in the Hood...and the Rest of Y’all Too is the much-needed antidote to traditional top-down pedagogy and promises to radically reframe the landscape of urban education for the better. He begins by taking to task the perception of urban youth of color as unteachable, and he challenges educators to embrace and respect each student’s culture and to reimagine the classroom as a site where roles are reversed and students become the experts in their own learning. Putting forth his theory of Reality Pedagogy, Emdin provides practical tools to unleash the brilliance and eagerness of youth and educators alike—both of whom have been typecast and stymied by outdated modes of thinking about urban education. With this fresh and engaging new pedagogical vision, Emdin demonstrates the importance of creating a family structure and building communities within the classroom, using culturally relevant strategies like hip-hop music and call-and-response, and connecting the experiences of urban youth to indigenous populations globally. Merging real stories with theory, research, and practice, Emdin demonstrates how by implementing the “Seven C’s” of reality pedagogy in their own classrooms, urban youth of color benefit from truly transformative education. For White Folks Who Teach in the Hood...and the Rest of Y'all Too has been featured in MotherJones.com, Education Week, Weekend All Things Considered with Michel Martin, Diverse: Issues in Higher Education, PBS NewsHour.com, Slate, The Washington Post, Scholastic Administrator Magazine, Essence Magazine, Salon, ColorLines, Ebony.com, Huffington Post Education
Author: Adrian Zahl
Release Date: 2017-11-17
Covers key pharmaceutical law topics in all of the major industrial countries and for each country discusses in detail: • Treaties and international law principles affecting patents, data exclusivity and other rights relating to pharmaceutical manufacture and sales • Patent procurement and the scope of patent protection afforded pharmaceutical subject matter • Substantive patentability requirements of novelty, utility and inventiveness • New drug approval process and supplementary approvals • Government price controls on pharmaceuticals and government drug payment plans • Obtaining an approval for a generic version of a drug • Compulsory Licensing
Author: Gloria Cordes Larson
Publisher: John Wiley & Sons
Release Date: 2017-09-01
How can we as parents, educators, and members of the business community prepare students to be successful leaders in today's global environment? It's a critically important question. Gloria Cordes Larson, president of Bentley University, explains why today's practices in higher education are inadequate preparation for our rapidly evolving innovation economy. Instead, she passionately advocates for a hybrid-learning model that integrates business education with traditional liberal arts courses. Today's businesses demand a new kind of hybrid graduate, possessed of both hard and soft skills, with the courage to take risks, the creativity to innovate, and the savvy to excel in a turbulent competitive climate. This book is a valuable resource for participants in every learning community: our homes, schools, and businesses. It will change the way you think about what excellence in education means in today's business environment as you develop strategies that will move our children, students, and future employees forward in a rapidly changing and very challenging world. Prepared with that training and knowledge, they will find greater fulfillment and make their own mark on the future.
Author: William J. Stewart
Publisher: Princeton University Press
Release Date: 2009-07-06
Probability, Markov Chains, Queues, and Simulation provides a modern and authoritative treatment of the mathematical processes that underlie performance modeling. The detailed explanations of mathematical derivations and numerous illustrative examples make this textbook readily accessible to graduate and advanced undergraduate students taking courses in which stochastic processes play a fundamental role. The textbook is relevant to a wide variety of fields, including computer science, engineering, operations research, statistics, and mathematics. The textbook looks at the fundamentals of probability theory, from the basic concepts of set-based probability, through probability distributions, to bounds, limit theorems, and the laws of large numbers. Discrete and continuous-time Markov chains are analyzed from a theoretical and computational point of view. Topics include the Chapman-Kolmogorov equations; irreducibility; the potential, fundamental, and reachability matrices; random walk problems; reversibility; renewal processes; and the numerical computation of stationary and transient distributions. The M/M/1 queue and its extensions to more general birth-death processes are analyzed in detail, as are queues with phase-type arrival and service processes. The M/G/1 and G/M/1 queues are solved using embedded Markov chains; the busy period, residual service time, and priority scheduling are treated. Open and closed queueing networks are analyzed. The final part of the book addresses the mathematical basis of simulation. Each chapter of the textbook concludes with an extensive set of exercises. An instructor's solution manual, in which all exercises are completely worked out, is also available (to professors only). Numerous examples illuminate the mathematical theories Carefully detailed explanations of mathematical derivations guarantee a valuable pedagogical approach Each chapter concludes with an extensive set of exercises
Author: Jonathan R. Macey
Publisher: Princeton University Press
Release Date: 2010-12-12
Genre: Business & Economics
Even in the wake of the biggest financial crash of the postwar era, the United States continues to rely on Securities and Exchange Commission oversight and the Sarbanes-Oxley Act, which set tougher rules for boards, management, and public accounting firms to protect the interests of shareholders. Such reliance is badly misplaced. In Corporate Governance, Jonathan Macey argues that less government regulation--not more--is what's needed to ensure that managers of public companies keep their promises to investors. Macey tells how heightened government oversight has put a stranglehold on what is the best protection against malfeasance by self-serving management: the market itself. Corporate governance, he shows, is about keeping promises to shareholders; failure to do so results in diminished investor confidence, which leads to capital flight and other dire economic consequences. Macey explains the relationship between corporate governance and the various market and nonmarket institutions and mechanisms used to control public corporations; he discusses how nonmarket corporate governance devices such as boards and whistle-blowers are highly susceptible to being co-opted by management and are generally guided more by self-interest and personal greed than by investor interests. In contrast, market-driven mechanisms such as trading and takeovers represent more reliable solutions to the problem of corporate governance. Inefficient regulations are increasingly hampering these important and truly effective corporate controls. Macey examines a variety of possible means of corporate governance, including shareholder voting, hedge funds, and private equity funds. Corporate Governance reveals why the market is the best guardian of shareholder interests.
Author: Carolyn E. C. Paris
Publisher: Practising Law Inst
Release Date: 2015-01-07
Drafting for Corporate Finance: Concepts, Deals and Documents, Second Edition offers the legal, financial, business, accounting, and drafting information that lawyers must understand when it comes to corporate finance documentation, especially as it relates to debt. Drafting for Corporate Finance covers all the components of effective contract drafting, including: .contract structure, conditions precedent, representations and warranties, covenants and defaults .debt and lien, general business and financial covenants, and .amendment, control, and refinancing provisions. The book includes tips for risk-based review of contracts to avoid compromising drafting errors, and best practice guidelines. It also provides an introductory overview of the players and the instruments that make up corporate finance, and explains corporate structure issues, commitments, conditions, pricing and risk, liquidity support and credit support. The book outlines the basic rules of bankruptcy, describes the practical details of how deals are done, and discusses opinion practice and post-closing contract interpretation. The scope of the book makes it useful not only for lawyers but for other junior corporate finance professionals in banking or working for companies."
Author: CCH Tax Law
Release Date: 2016-12-13
Genre: Business & Economics
CCH's State Tax Handbook is the perfect quick-answer tool for tax practitioners and business professionals who work with multiple state tax jurisdictions. This handy and affordable reference provides readers with an overview of the taxation scheme of each state and the District of Columbia, as well as multistate charts on income taxes (personal and corporate), sales and use taxes and tax administration. It is a time saving resource for tax professionals by providing a single source of key state tax information instead of having to consult mulitple sources. This book brings together important tax informaiton for each state tax system and adds value to the practice of multistate tax advisors and those advising multistate businesses.
The Delaware Law of Corporations & Business Organizations Statutory Deskbook is designed to facilitate research into matters of statutory scope and construction. Compact and easily portable, the Statutory Deskbook brings you the complete text, with all current amendments of the principal Delaware business organization statutes, including: The Delaware General Corporation Law Limited Liability Company Act Statutory Trust Statute Revised Uniform Limited Partnership Act The Delaware Revised Uniform Partnership Act The Uniform Unincorporated Nonprofit Association Act Other related provisions of the State of Delaware Constitution, Franchise Tax Law and Code This statutory booklet is designed to be a convenient guide to Delaware corporations, limited partnerships and limited liability companies and is able to be easily transported by the user as an extension of the current three-volume the Delaware Law of Corporations & Business Organization, Third Edition. In addition, the accompanying CD-ROM contains the full contents of the statutory booklet, with a search mechanism that allows the user to make research more efficient.
Author: Mark L. Sirower
Publisher: Simon and Schuster
Release Date: 2010-05-11
Genre: Business & Economics
With acquisition activity running into the trillions of dollars, the acquisition alternative continues to be the favorite corporate growth strategy of this generation's executives. Unfortunately, creating shareholder value remains the most elusive outcome of these corporate strategies. After decades of research and billions of dollars paid in advisory fees, why do these major decisions continue to destroy value? Building on his groundbreaking research first cited in Business Week, Mark L. Sirower explains how companies often pay too much -- and predictably never realize the promises of increased performance and competitiveness -- in their quest to acquire other companies. Armed with extensive evidence, Sirower destroys the popular notion that the acquisition premium represents potential value. He provides the first formal and functional definition for synergy -- the specific increases in performance beyond those already expected for companies to achieve independently. Sirower's refreshing nuts-and-bolts analysis of the fundamentals behind acquisition performance cuts sharply through the existing folklore surrounding failed acquisitions, such as lack of "strategic fit" or corporate culture problems, and gives managers the tools to avoid predictable losses in acquisition decisions. Using several detailed examples of recent major acquisitions and through his masterful integration and extension of techniques from finance and business strategy, Sirower reveals: The unique business gamble that acquisitions represent The managerial challenges already embedded in current stock prices The competitive conditions that must be met and the organizational cornerstones that must be in place for any possibility of synergy The precise Required Performance Improvements (RPIs) implicitly embedded in acquisition premiums and the reasons why these RPIs normally dwarf realistic performance gains The seductiveness and danger of sophisticated valuation models so often used by advisers The Synergy Trap is the first exposé of its kind to prove that the tendency of managers to succumb to the "up the ante" philosophy in acquisitions often leads to disastrous ends for their shareholders. Sirower shows that companies must meticulously plan -- and account for huge uncertainties -- before deciding to enter the acquisition game. To date, Sirower's work is the most comprehensive and rigorous, yet practical, analysis of the drivers of acquisition performance. This definitive book will become required reading for managers, corporate directors, consultants, investors, bankers, and academics involved in the mergers and acquisitions arena.