The study of business organizations is, broadly speaking, a study of how people engage in business and, more importantly, how the law facilitates and regulates the operation of such businesses. Written in a clear and informative style, and chock full of examples and illustrations, this book examines the legal rules and doctrines associated with running a business-from formation to dissolution to everything in between. These rules and doctrines are explored within the context of the various organizational forms in which a business may be operated. Thus, reading this book will provide you with a solid grounding in the law of agency, general partnerships, corporations, limited partnerships, limited liability partnerships, and limited liability companies.*
Preface
Introduction
Agency
The general partnership
The corporation : overview, theory, and history
Formation of corporations (and related pre-incorporation activities)
Distribution of powers in the corporation
Fiduciary duties
Special issues in the closely held corporation
Special issues in the publicly traded corporation
Finance, issuance, and distributions
Potential liability in securities transactions
Fundamental corporate changes
Shareholder as plaintiff : derivative litigation
The limited partnership
The limited liability partnership
The limited liability company