Michigan Corporation Law & Practice, Revised Edition

Michigan Corporation Law & Practice, Revised Edition

Author: Moscow

Publisher: Wolters Kluwer Law & Business

Published: 2020-12-17

Total Pages: 847

ISBN-13: 1543834965

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Michigan Corporation Law & Practice is the authoritative research tool covering all aspects of Michigan corporate law and practice. It provides clear, reliable guidance to the laws, legislative history, and major case holdings. This complete guide provides a thorough background to the Michigan Business Corporation Act, including discussion of the process by which the corporate entity is created, governed, and ultimately terminated. The text also discusses the closely related Michigan Limited Liability Company Act. The 2021 revision of Michigan Corporation Law & Practice edits and updates the previous edition. Many sections are reorganized for clarity and accessibility. The text includes expanded coverage of limited liability companies. The revised edition reflects: Court decisions applying Michigan law to corporations and limited liability companies relating to: Shareholder oppression. Fiduciary duty. Derivative actions. Director duties. Interested director transactions. Valuation. Delaware developments relevant to Michigan law: Permitted charter and bylaw provisions. Fiduciary duties of directors. Fiduciary duties of limited liability company managers. Inspection of books and records. Appraisal rights. Internal affairs doctrine. Note: Online subscriptions are for three-month periods.


Mergers and Acquisitions

Mergers and Acquisitions

Author: Edwin L. Miller, Jr.

Publisher: John Wiley & Sons

Published: 2017-03-15

Total Pages: 336

ISBN-13: 1119276756

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The legal, financial, and business primer to the M&A process Mergers and Acquisitions offers accessible step-by-step guidance through the M&A process to provide the legal and financial background required to navigate these deals successfully. From the initial engagement letter to the final acquisition agreement, this book delves into the mechanics of the process from beginning to end, favoring practical advice and actionable steps over theoretical concepts. Coverage includes deal structure, corporate structuring considerations, tax issues, public companies, leveraged buyouts, troubled businesses and more, with a uniquely solution-oriented approach to the M&A process. This updated second edition features new discussion on cross-border transactions and "pseudo" M&A deals, and the companion websites provides checklists and sample forms to facilitate organization and follow-through. Mergers and acquisitions are complex, and problems can present themselves at each stage of the process; even if the deal doesn't fall through, you may still come out with less than you bargained for. This book is a multi-disciplinary primer for anyone navigating an M&A, providing the legal, financial, and business advice that helps you swing the deal your way. Understand the legal mechanics of an M&A deal Navigate the process with step-by-step guidance Compare M&A structures, and the rationale behind each Solve common issues and avoid transactional missteps Do you know what action to take when you receive an engagement letter, confidentiality agreement, or letter of intent? Do you know when to get the banker involved, and how? Simply assuming the everything will work out well guarantees that it will—for the other side. Don't leave your M&A to chance; get the information and tools you need to get it done right. Mergers and Acquisitions guides you through the process step-by-step with expert insight and real-world advice.


A Manual of Style for Contract Drafting

A Manual of Style for Contract Drafting

Author: Kenneth A. Adams

Publisher: American Bar Association

Published: 2004

Total Pages: 276

ISBN-13: 9781590313800

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The focus of this manual is not what provisions to include in a given contract, but instead how to express those provisions in prose that is free ofthe problems that often afflict contracts.


Technology Transactions

Technology Transactions

Author: Mark G. Malven

Publisher:

Published: 2015-05-07

Total Pages: 410

ISBN-13: 9781402423703

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Technology Transactions also provides a complete discussion of the many privacy considerations that must be kept in mind in an agreement to leverage any emerging technology. Considerations under the following statutes are discussed: - HIPAA- The Gramm-Leach-Bliley Act- The Childrens Online Privacy and Protection Act (COPPA) as well as the many protections that are afforded to international data transfers


A Practical Guide to Private Equity Transactions

A Practical Guide to Private Equity Transactions

Author: Geoff Yates

Publisher: Cambridge University Press

Published: 2010-02-18

Total Pages:

ISBN-13: 1139484192

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This overview of a complex and often misunderstood subject takes the reader through the issues that are faced throughout the life cycle of a private equity investment, from the identification of an opportunity, through the various stages of the transaction and the lifetime of the investment, to the eventual exit by the investor. The analysis of key documentation and legal issues covers company law, employment law, pensions, taxation, debt funding and competition law, taking into account recent legal developments such as the Companies Act 2006, the recent emergence of private equity in the UK and the challenges faced by the industry as a result of the financial crisis.


Massachusetts Corporation Law & Practice

Massachusetts Corporation Law & Practice

Author: Richard W. Southgate

Publisher: Wolters Kluwer

Published: 2012-11-16

Total Pages: 1730

ISBN-13: 1454822899

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Massachusetts Corporation Law and Practice, Second Edition is an authoritative research tool, providing clear, reliable guidance to the Massachusetts business corporation statutes, legislative history and case law. This treatise provides an explanation and analysis of the statutes, including a discussion of the process by which corporations are created, governed, and ultimately dissolved, accompanied by key forms and agreements. The authors' expertise and advice are made available to help the reader handle key corporate transactions from formation of Massachusetts business corporations to mergers, tender offers, and hostile takeovers. Massachusetts Corporation Law and& Practice, Second Edition also contains detailed chapters on foreign corporations, Massachusetts business trusts, and Massachusetts limited liability companies. Also included are statutes and forms.


Essential Business Law and Practice for SQE1

Essential Business Law and Practice for SQE1

Author: Bill Davies

Publisher: Taylor & Francis

Published: 2023-03-14

Total Pages: 135

ISBN-13: 1000843823

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Essential Business Law and Practice for SQE1 explains the key principles of business law and practice as required for the Solicitors Qualifying Examination (SQE) Part 1, in a clear, easy-to-follow style. The key principles of law in each topic are introduced together with concise examples of how each principle can be applied, and the book includes a range of supporting features: Commercial awareness talking points reinforce the book’s strong focus on commercial awareness throughout Multiple-choice questions: Each section of the book provides multiple-choice questions following the SQE1 question format (with answers to enable you to test your knowledge). Further multiple-choice questions and answers are also provided on the companion website Problem questions: To test understanding and analytical skills applied to practical scenarios. A companion website also provides suggested answers Revision points: Each chapter concludes with a concise list of key revision points Part of Routledge’s Essential Law for SQE1 series, this concise and accessible text provides a clear understanding of the business law and practice element of SQE1 and enables you to test your assessment skills. Without the assumption of any prior knowledge of Business Law and Practice, it is suitable for non-law graduates.


The Law of Companies

The Law of Companies

Author: Thomas B. Courtney

Publisher: Bloomsbury Publishing

Published: 2017-01-11

Total Pages: 2928

ISBN-13: 1784510440

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The fourth edition of the leading company law textbook, provides the most authoritative and comprehensive commentary on Irish company law following the commencement of the Companies Act 2014. The Companies Act 2014 makes the most far-reaching and fundamental changes to Irish company law in two generations, putting forward a radically different approach whereby the private company limited by shares will become the new model company. The structure of the fourth edition of this highly regarded title mirrors this new Act. The Act comprises over 1,448 Parts and represents the modern statement of the law applicable to the formation of companies, administration and management to their winding up and dissolution, incorporating the rights and duties of their officers, members and creditors. The Act commences on 1 June 2015 and introduces significant changes for companies operating in Ireland. This work has been expanded and revised to account for these legislative changes and important case law. As chairperson of the Company Law Review Group, whose recommendations greatly informed the new Act and as a leading practitioner of company law, Tom Courtney has a unique insight to the new legislation, its purpose and interpretation.The fourth edition is virtually a complete re-write and at approximately 2,900 pages it is some 400 pages longer than the last edition. Fully updated to take account of the dozens of judgments from the Irish and UK courts that have been delivered since the previous edition as well as the new statutory provisions, the fourth edition of The Law of Companies is a 'must have' for all practitioners, students and users of Irish company law.


Hong Kong Listed Companies: Law & Practice 2nd Edition

Hong Kong Listed Companies: Law & Practice 2nd Edition

Author: Julia Charlton

Publisher: Wolterskluwer HK

Published: 2022-09-07

Total Pages: 887

ISBN-13:

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With the Stock Exchange of Hong Kong’s Listing Rules being subject to constant review and revision, the author offers important updates on amendments and fresh regulations introduced since the first edition. Beginning with the basics – What is a public company? What is a stock exchange? Hong Kong Listed Companies: Law & Practice 2nd Edition works its way methodically through the SEHK’s many provisions for regulation and compliance. It is a volume of depth and substance which sets the standard for financial industry reference books. Key Benefits For participants and stakeholders engaged in stock market activities, this second edition of Hong Kong Listed Companies: Law & Practice 2nd Edition is an essential companion, providing the ultimate guide with regard to the Stock Exchange of Hong Kong’s (SEHK) exhaustive regulatory regime. Easy to follow, with information presented in logical order and plain language, this publication, expertly updated by experienced corporate finance lawyer Julia Charlton serves as an invaluable guide for seasoned practitioners, in-house counsel, chartered governance professional, accountants, other practitioners and students who require an understanding of the legal background and practical application of the rules and legislation that apply to listed companies. Other benefits included but not limited to: - Reduces time wastage and increases productivity by serving as a step-by-step guide to the understanding of the Listing Rules, the Securities and Futures Ordinance and the Companies Ordinance - Provides concise commentary on the law to aid readers in determining the best approach to adopt in line with their business needs - Case studies, diagrams, flow charts ease the company secretary’s day-to-day workflow, by illustrating the rules and giving examples of their application. Key Features The new 2nd Edition delivers more than 400 pages of new, and up-to-date commentary in relation to the Hong Kong Listing Rules: - These include but not limited to extensive changes to the sponsor regulatory regime introduced in 2013 and the major listing reforms in 2018 which added three new chapters (Chapter 8A, 18C and 19A) to the listing rules aimed at attracting the listing of Pre-revenue Biotech and Innovative Companies, including those with Weighted Voting Rights (WVR) structures and providing a new secondary listing route for companies primary listed on certain Qualifying Exchanges. - More recent listing reforms in 2021 – covering the listing regime for overseas issuers, Special Purpose Acquisition Companies (SPAC), the SEHK’s new Corporate Governance Code and the new requirements in relation to Environmental, Social and Governance (ESG) – are also highlighted. - How to handle ongoing obligations on listed companies under the Listing Rules. - Ongoing obligations on listed companies and their shareholders under other legislation, primarily the Securities and Futures Ordinance Cap. 671 (such as market misconduct, insider dealing, disclosure of interests).