| Directors' Reliance on Corporate Books and Records |
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| When directors perform their corporate responsibilities, the duty of care requires them to exercise the care that an ordinary prudent person would exercise in the management of his or her own affairs under similar circumstances. To be able to invoke the protections of the business judgment rule, directors must make informed business decisions. More... |
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| Federal Antitrust Actions by States |
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| States are "persons" within the meaning of the Clayton Act and are entitled to bring actions on their own behalf for damages resulting to State property from violation of provisions of federal antitrust laws. For example, a state may bring a federal antitrust action for treble damages against companies that agreed on what bids would be made on a state construction project. More... |
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| Public Reporting Requirements for Major Company Events |
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| Major events for public companies must be made public through the filing of Form 8-K with the Securities and Exchange Commission. Form 8-K must be filed within four days after the events outlined in Sections 1 through 5 and 9 below. More... |
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| An Introduction to Corporations |
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| Various structures are available for a business. A business may be set up, owned, and run as a sole proprietorship, a partnership (limited or general), or a corporation (regular, Subchapter S, or limited liability). More... |
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| Federal Regulation of Corporate Takeover Bids or Tender Offers |
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| Traditionally, proxies of shareholders of corporate takeover targets were sought for votes in favor of the takeover. Rules issued by the Securities and Exchange Commission to regulate the content of proxies so that shareholders were able to make an informed decision provided some protection for shareholders. More... |
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