Advertisement
| business judgement rule definition: The Business Judgment Rule Stephen A. Radin, 2009 |
| business judgement rule definition: Corporate Director's Guidebook American Bar Association. Committee on Corporate Laws, 2007 The Corporate Director's Guidebook is recognized as the premier authority on the director's role and the board's functions. It is read, consulted and cited by board members, executives, lawyers and academics nationwide. Now available as a new Fifth Edition, the Guidebook completely updates its fourth edition published in 2004. This new Fifth Edition addresses recent effects the Sarbanes-Oxley Act has had in the corporate governance arena and its impact on the legal responsibilities of directors of public companies. |
| business judgement rule definition: Model Rules of Professional Conduct American Bar Association. House of Delegates, Center for Professional Responsibility (American Bar Association), 2007 The Model Rules of Professional Conduct provides an up-to-date resource for information on legal ethics. Federal, state and local courts in all jurisdictions look to the Rules for guidance in solving lawyer malpractice cases, disciplinary actions, disqualification issues, sanctions questions and much more. In this volume, black-letter Rules of Professional Conduct are followed by numbered Comments that explain each Rule's purpose and provide suggestions for its practical application. The Rules will help you identify proper conduct in a variety of given situations, review those instances where discretionary action is possible, and define the nature of the relationship between you and your clients, colleagues and the courts. |
| business judgement rule definition: The Shareholder Value Myth Lynn Stout, 2012-05-07 An in-depth look at the trouble with shareholder value thinking and at better options for models of corporate purpose. Executives, investors, and the business press routinely chant the mantra that corporations are required to “maximize shareholder value.” In this pathbreaking book, renowned corporate expert Lynn Stout debunks the myth that corporate law mandates shareholder primacy. Stout shows how shareholder value thinking endangers not only investors but the rest of us as well, leading managers to focus myopically on short-term earnings; discouraging investment and innovation; harming employees, customers, and communities; and causing companies to indulge in reckless, sociopathic, and irresponsible behaviors. And she looks at new models of corporate purpose that better serve the needs of investors, corporations, and society. “A must-read for managers, directors, and policymakers interested in getting America back in the business of creating real value for the long term.” —Constance E. Bagley, professor, Yale School of Management; president, Academy of Legal Studies in Business; and author of Managers and the Legal Environment and Winning Legally “A compelling call for radically changing the way business is done... The Shareholder Value Myth powerfully demonstrates both the dangers of the shareholder value rule and the falseness of its alleged legal necessity.” —Joel Bakan, professor, The University of British Columbia, and author of the book and film The Corporation “Lynn Stout has a keen mind, a sharp pen, and an unbending sense of fearlessness. Her book is a must-read for anyone interested in understanding the root causes of the current financial calamity.” —Jack Willoughby, senior editor, Barron’s “Lynn Stout offers a new vision of good corporate governance that serves investors, firms, and the American economy.” —Judy Samuelson, executive director, Business and Society Program, The Aspen Institute |
| business judgement rule definition: The Foundations of Anglo-American Corporate Fiduciary Law David Kershaw, 2018-08-23 This book explores the foundations and evolution of modern corporate fiduciary law in the United States and the United Kingdom. Today US and UK fiduciary law provide very different approaches to the regulation of directorial behaviour. However, as the book shows, the law in both jurisdictions borrowed from the same sources in eighteenth- and nineteenth-century English fiduciary and commercial law. The book identifies the shared legal foundations and authorities and explores the drivers of corporate fiduciary law's contemporary divergence. In so doing it challenges the prevailing accounts of corporate legal change and stability in the US and the UK. |
| business judgement rule definition: Michigan Court Rules Kelly Stephen Searl, William C. Searl, 1922 |
| business judgement rule definition: Takeover Defense Arthur Fleischer, Alexander R. Sussman, Henry Lesser, 1990 |
| business judgement rule definition: Corporate Law Stephen M. Bainbridge, 2009 Corporations classes present students with two related problems: First, many students have trouble understanding the cases studied because they do not understand the transactions giving rise to those cases. Second, Corporations classes at many law schools are taught from a law and economics perspective, which many students find unfamiliar and/or daunting. Yet, with few exceptions, corporate law treatises and other study aids have essentially ignored the law and economics revolution. This book is intended to remedy these difficulties. The pedagogy is up-to - date, with a strong emphasis on the doctrinal issues taught in today's Corporations classes and, equally important, a mainstream economic analysis of the major issues in the course. As such, the text is coherent and cohesive: It provides students not only with an overview of the course, but also (and more importantly) with a unifying method of thinking about the course. Using a few basic tools of law and economics-price theory, game theory, and the theory of the firm literature-students will come to see corporate law as the proverbial seamless web. Finally, the text is highly readable: The style is simple, direct, and reader- friendly. Even when dealing with complicated economic or financial issues, the text seeks to make those issues readily accessible. |
| business judgement rule definition: Company Law and Sustainability Beate Sjåfjell, Benjamin J. Richardson, 2015-05-21 This book advances an innovative, multi-jurisdictional argument for the necessity of company law reform to reorient companies towards environmental sustainability. |
| business judgement rule definition: Maryland Corporation Law, 2nd Edition James J. Hanks (Jr.), Hanks Jr James J, 2020-11-17 Maryland Corporation Law is the only current treatise covering all aspects of Maryland corporation law and practice, providing authoritative guidance to the statutes, legislative history, and relevant cases, and is frequently cited by judges and lawyers as the authoritative source in the field. More New York Stock Exchange-listed companies are formed under Maryland law than any state except Delaware. This authoritative volume gives subscribers a thorough background to the Maryland General Corporation Law (The 'MGCL'), including: formation of a corporation; the conduct of a corporation's internal affairs; liability and protection of directors and officers;voting and other rights of stockholders; mergers; charter amendments; and dissolution of a corporation. Maryland Corporation Law also discusses derivative actions, corporate opportunity, successor liability and takeover defenses. In addition, there is a separate chapter devoted exclusively to Maryland real estate investment trusts. Maryland Corporation Law also provides the complete up-to-date text of the MGCL and related statutes, and includes a forms section, prepared by the author, containing many Maryland specific forms. Recent additions include topics such as: Corporations - Distributions, Mergers, Appraisal Rights and Articles Supplementary Investment Companies - Series Funds, Transfer of Assets Directors and Stockholders - Meetings, Notices, and Consents A newly added chapter on Maryland business trusts Recent cases decided by the Court of Special Appeals of Maryland, the United States Court of Appeals for the Fourth Circuit and the United States District Court for the District of Maryland Note: Online subscriptions are for three-month periods. |
| business judgement rule definition: United States Attorneys' Manual United States. Department of Justice, 1985 |
| business judgement rule definition: Noise Daniel Kahneman, Olivier Sibony, Cass R. Sunstein, 2021-05-18 From the Nobel Prize-winning author of Thinking, Fast and Slow and the coauthor of Nudge, a revolutionary exploration of why people make bad judgments and how to make better ones—a tour de force” (New York Times). Imagine that two doctors in the same city give different diagnoses to identical patients—or that two judges in the same courthouse give markedly different sentences to people who have committed the same crime. Suppose that different interviewers at the same firm make different decisions about indistinguishable job applicants—or that when a company is handling customer complaints, the resolution depends on who happens to answer the phone. Now imagine that the same doctor, the same judge, the same interviewer, or the same customer service agent makes different decisions depending on whether it is morning or afternoon, or Monday rather than Wednesday. These are examples of noise: variability in judgments that should be identical. In Noise, Daniel Kahneman, Olivier Sibony, and Cass R. Sunstein show the detrimental effects of noise in many fields, including medicine, law, economic forecasting, forensic science, bail, child protection, strategy, performance reviews, and personnel selection. Wherever there is judgment, there is noise. Yet, most of the time, individuals and organizations alike are unaware of it. They neglect noise. With a few simple remedies, people can reduce both noise and bias, and so make far better decisions. Packed with original ideas, and offering the same kinds of research-based insights that made Thinking, Fast and Slow and Nudge groundbreaking New York Times bestsellers, Noise explains how and why humans are so susceptible to noise in judgment—and what we can do about it. |
| business judgement rule definition: Panter V. Marshall Field & Co , 1980 |
| business judgement rule definition: Business Law I Essentials MIRANDE. DE ASSIS VALBRUNE (RENEE. CARDELL, SUZANNE.), Renee de Assis, Suzanne Cardell, 2019-09-27 A less-expensive grayscale paperback version is available. Search for ISBN 9781680923018. Business Law I Essentials is a brief introductory textbook designed to meet the scope and sequence requirements of courses on Business Law or the Legal Environment of Business. The concepts are presented in a streamlined manner, and cover the key concepts necessary to establish a strong foundation in the subject. The textbook follows a traditional approach to the study of business law. Each chapter contains learning objectives, explanatory narrative and concepts, references for further reading, and end-of-chapter questions. Business Law I Essentials may need to be supplemented with additional content, cases, or related materials, and is offered as a foundational resource that focuses on the baseline concepts, issues, and approaches. |
| business judgement rule definition: Solomonic Judgements Jon Elster, 1989-07-28 A collection of essays on rationality - its scope, its limitations and its failures. |
| business judgement rule definition: Board Accountability in Corporate Governance Andrew Keay, 2015-05-15 Within corporate governance the accountability of the board of directors is identified as a major issue by governments, international bodies, professional associations and academic literature. Boards are given significant power in companies, and as a consequence it is argued that they should be accountable for their actions. Drawing on political science, public administration, accounting, and ethics literature, this book examines the concept of accountability and its meaning in the corporate governance context. It examines the rationale for making boards accountable, and outlines the obstacles and drawbacks involved in providing for accountability. The book goes on to examine how current mechanisms for ensuring accountability are assessed in terms of fairness, justice, transparency, practicality, effectiveness and efficiency, before discussing the ways that accountability might be improved. Andrew Keay argues that enhanced accountability can provide better corporate governance, helping to reduce the frequency and severity of financial crises, and improve confidence in company practice. As an in depth study of a key element within the exercise of authority and management in corporate entities, this book will be of great use and interest to researchers and students of corporate governance, business and management, and corporate social responsibility. |
| business judgement rule definition: The Principles of Scientific Management Frederick Winslow Taylor, 1913 |
| business judgement rule definition: Organizing Entrepreneurial Judgment Nicolai J. Foss, Peter G. Klein, 2012-03-01 Entrepreneurship, long neglected by economists and management scholars, has made a dramatic comeback in the last two decades, not only among academic economists and management scholars, but also among policymakers, educators and practitioners. Likewise, the economic theory of the firm, building on Ronald Coase's (1937) seminal analysis, has become an increasingly important field in economics and management. Despite this resurgence, there is still little connection between the entrepreneurship literature and the literature on the firm, both in academia and in management practice. This book fills this gap by proposing and developing an entrepreneurial theory of the firm that focuses on the connections between entrepreneurship and management. Drawing on insights from Austrian economics, it describes entrepreneurship as judgmental decision made under uncertainty, showing how judgment is the driving force of the market economy and the key to understanding firm performance and organization. |
| business judgement rule definition: Kiess V. Eason , 1970 |
| business judgement rule definition: Corporate Lawyers and Corporate Governance Joan Loughrey, 2011-06-02 This assessment of the corporate governance role of corporate lawyers in the UK analyses the extent to which lawyers can and should act as gatekeepers, counsellors and reputational intermediaries. Focusing on external and in-house lawyers' roles in both dispersed share-ownership and owner-managed companies, Joan Loughrey highlights the conflicts of interest that are endemic in corporate representation and examines how lawyers should respond when corporate agents provide instructions contrary to the company client's interests. She also considers the legitimacy of 'creative compliance', the ethical arguments for and against lawyers prioritising the public interest over their clients' interests, and their exposure to liability if they fail to perform a corporate governance role. Finally, she considers whether the reforms to the legal profession will promote the lawyer's corporate governance role and advances suggestions for reform. |
| business judgement rule definition: Contemporary Company Law Maleka Femida Cassim, 2012 |
| business judgement rule definition: Business and Commerce Code Texas, 1968 |
| business judgement rule definition: Moral Mazes Robert Jackall, 2010 This updated edition of a classic study of ethics in business presents an eye-opening account of how corporate managers think the world works, and how big organizations shape moral consciousness. Robert Jackall takes the reader inside a topsy-turvy world where hard work does not necessarily lead to success, but sharp talk, self-promotion, powerful patrons, and sheer luck might. This edition includes a new foreword linking the themes of Moral Mazes to the financial tsunami that engulfed the world economy in 2008. |
| business judgement rule definition: Corporations and Other Business Organizations , 2008 |
| business judgement rule definition: Duties and Responsibilities of Directors and Officers Robert Baxt, 2005 This work covers the most important aspects of a director's duties and responsibilities. --p. ix. |
| business judgement rule definition: The Corporate Objective Andrew R. Keay, 2011-01-01 'This is legal scholarship of the finest kind, concerned with an issue of supreme political, economic and social importance. Professor Keay takes the debate on the object of the modern public corporation by the scruff of its neck and skilfully navigates between the Scylla and Charybdis of the shareholder/stakeholder debate. This book, characterised by admirable analytical clarity and a huge amount of research, faithfully summarises the debate hitherto, and propels us to the next stage with a powerful argument, which challenges, effectively, both the stakeholder and shareholder theories.' – Harry Rajak, University of Sussex School of Law, UK The Corporate Objective addresses a question that has been subject to much debate: what should be the objective of public corporations? It examines the two dominant theories that address this issue, the shareholder primacy and stakeholder theories, and finds that both have serious shortcomings. The book goes on to develop a new theory, called the Entity Maximisation and Sustainability Model. Under this model, directors are to endeavour to increase the overall long-run market value of the corporation as an entity. At the same time as maximising wealth, directors have to ensure that the corporation survives and is able to stay afloat and pursue the development of the corporation's position. Andrew Keay seeks to explain and justify the model and discusses how the model is enforced, how investors fit into the model, how directors are to act and how profits are to be allocated. Analysing in depth the existing theories which seek to explain the corporate objective, this book will appeal to academics in corporate law and corporate governance as well as law, finance, business ethics, organisational behaviour, management, economics, accounting and sociology. Postgraduate students in corporate law and corporate governance, directors, and government regulators will also find much to interest them in this study. |
| business judgement rule definition: Liability of Corporate Directors Dennis Campbell, Christian T. Campbell, 1993 A comparative analysis of the law relating to liabilities of corporate directors in major jurisdictions around the world, including Europe, the United States and the Bahamas. The first section of the book introduces the subject of directors' liability and provides a historical perspective. This is followed by a detailed country by country survey which covers: the distinction between directors and officers and the consequences of that distinction; liabilities for contracts for executive directors; the distinction between outside and inside directors and the liabilities and duties that arise in the management of a company; defences available; indemnification; insurance cover; other methods of protection available; limitation on directors' liability and liability in third party actions. |
| business judgement rule definition: The Great Mental Models, Volume 1 Shane Parrish, Rhiannon Beaubien, 2024-10-15 Discover the essential thinking tools you’ve been missing with The Great Mental Models series by Shane Parrish, New York Times bestselling author and the mind behind the acclaimed Farnam Street blog and “The Knowledge Project” podcast. This first book in the series is your guide to learning the crucial thinking tools nobody ever taught you. Time and time again, great thinkers such as Charlie Munger and Warren Buffett have credited their success to mental models–representations of how something works that can scale onto other fields. Mastering a small number of mental models enables you to rapidly grasp new information, identify patterns others miss, and avoid the common mistakes that hold people back. The Great Mental Models: Volume 1, General Thinking Concepts shows you how making a few tiny changes in the way you think can deliver big results. Drawing on examples from history, business, art, and science, this book details nine of the most versatile, all-purpose mental models you can use right away to improve your decision making and productivity. This book will teach you how to: Avoid blind spots when looking at problems. Find non-obvious solutions. Anticipate and achieve desired outcomes. Play to your strengths, avoid your weaknesses, … and more. The Great Mental Models series demystifies once elusive concepts and illuminates rich knowledge that traditional education overlooks. This series is the most comprehensive and accessible guide on using mental models to better understand our world, solve problems, and gain an advantage. |
| business judgement rule definition: Interpretable Machine Learning Christoph Molnar, 2020 This book is about making machine learning models and their decisions interpretable. After exploring the concepts of interpretability, you will learn about simple, interpretable models such as decision trees, decision rules and linear regression. Later chapters focus on general model-agnostic methods for interpreting black box models like feature importance and accumulated local effects and explaining individual predictions with Shapley values and LIME. All interpretation methods are explained in depth and discussed critically. How do they work under the hood? What are their strengths and weaknesses? How can their outputs be interpreted? This book will enable you to select and correctly apply the interpretation method that is most suitable for your machine learning project. |
| business judgement rule definition: Deference in International Courts and Tribunals Lukasz Gruszczynski, Wouter G. Werner, 2014 International courts use two key methodologies to determine the degree of deference granted to states in their implementation of international obligations: the standard of review and margin of appreciation. This book investigates how these doctrines are applied in international courts, analysing where their approaches converge and diverge. |
| business judgement rule definition: The Collection Process (income Tax Accounts) United States. Internal Revenue Service, 1978 |
| business judgement rule definition: The Art of Cross-examination Francis Lewis Wellman, 1904 |
| business judgement rule definition: Directors' Duties and Shareholder Litigation in the Wake of the Financial Crisis Joan Loughrey, 2013-01-01 ÔThis book takes us back to the financial crisis and asks: should the directors of the financial institutions that caused the crisis be held responsible to their investors? LoughreyÕs and her contributorsÕ analysis of that question and the suggestions to implement their proposals are insightful and timely. This is a must-read book for those of us who are still trying to determine how to avoid the next financial crisis.Õ Ð Randall Thomas, Vanderbilt Law School, US The financial crisis revealed failings at board level at many financial institutions. But despite calls for bank boards to be held to account, there has been a remarkable paucity of litigation against bank directors for breach of their duties. This book assesses whether the law relating to directorsÕ duties and shareholder litigation has contributed to this, taking into account the changes to both that were introduced by the Companies Act 2006. With contributions from leading academics and practitioners, the book examines the directorÕs duty of care and skill, the s.172 duty, reporting obligations under s.417 of the Companies Act 2006, and shareholder litigation including the derivative action and just and equitable winding up. It concludes that neither the common law nor the statutory duties and derivative action under the Companies Act 2006 function effectively to hold directors to account and analyses why this is so. This detailed book will appeal to academics in company law and corporate governance as well as commercial law practitioners particularly those who specialize in company litigation. |
| business judgement rule definition: The Failure of Corporate Law Kent Greenfield, 2010-10-21 When used in conjunction with corporations, the term public is misleading. Anyone can purchase shares of stock, but public corporations themselves are uninhibited by a sense of societal obligation or strict public oversight. In fact, managers of most large firms are prohibited by law from taking into account the interests of the public in de... |
| business judgement rule definition: The Cambridge Handbook of Corporate Law, Corporate Governance and Sustainability Beate Sjåfjell, Christopher M. Bruner, 2019-12-12 The emerging field of corporate law, corporate governance and sustainability is one of the most dynamic and significant areas of law and policy in light of the convergence of environmental, social and economic crises that we face as a global society. Understanding the impact of the corporation on society and realizing its potential for contributing to sustainability is vital for the future of humanity. This Handbook comprehensively assesses the state-of-the-art in this field through in-depth discussion of sustainability-related problems, numerous case studies on regulatory responses implemented by jurisdictions around the world, and analyses of predominant strategies and potential drivers of change. This Handbook will be an essential reference for scholars, students, practitioners, policymakers, and general readers interested in how corporate law and governance have exacerbated global society's most pressing challenges, and how reforms to these fields can help us resolve those challenges and achieve sustainability. |
| business judgement rule definition: Corporate Governance After the Financial Crisis Stephen M. Bainbridge, 2012-02-16 The years from 2000 to 2010 were bookended by two major economic crises. The bursting of the dotcom bubble and the extended bear market of 2000 to 2002 prompted Congress to pass the Sarbanes-Oxley Act, which was directed at core aspects of corporate governance. At the end of the decade came the bursting of the housing bubble, followed by a severe credit crunch, and the worst economic downturn in decades. In response, Congress passed the Dodd-Frank Act, which changed vast swathes of financial regulation. Among these changes were a number of significant corporate governance reforms. Corporate Governance after the Financial Crisis asks two questions about these changes. First, are they a good idea that will improve corporate governance? Second, what do they tell us about the relative merits of the federal government and the states as sources of corporate governance regulation? Traditionally, corporate law was the province of the states. Today, however, the federal government is increasingly engaged in corporate governance regulation. The changes examined in this work provide a series of case studies in which to explore the question of whether federalization will lead to better outcomes. The author analyzes these changes in the context of corporate governance, executive compensation, corporate fraud and disclosure, shareholder activism, corporate democracy, and declining US capital market competitiveness. |
| business judgement rule definition: The Genius of American Corporate Law Roberta Romano, 1993 This is a study of the structure of American corporate law, which combines economic analysis with empirical insights to produce a number of policy insights. It is suitable for anyone studying corporate law, securities regulation, comparative company law or federalism. |
| business judgement rule definition: The Limits of Organization Kenneth J. Arrow, 1974-02-17 The tension between what we wish for and what we can get, between values and opportunities, exists even at the purely individual level. A hermit on a mountain may value warm clothing and yet be hard-pressed to make it from the leaves, bark, or skins he can find. But when many people are competing with each other for satisfaction of their wants, learning how to exploit what is available becomes more difficult. In this volume, Nobel Laureate Kenneth J. Arrow analyzes why - and how - human beings organize their common lives to overcome the basic economic problem: the allocation of scarce resources. The price system is one means of organizing society to mediate competition, and Arrow analyzes its successes and failures. Alternative modes of achieving efficient allocation of resources are explored: government, the internal organization of the firm, and the 'invisible institutions' of ethical and moral principles. Professor Arrow shows how these systems create channels to make decisions, and discusses the costs of information acquisition and retrieval. He investigates the factors determining which potential decision variables are recognized as such. Finally, he argues that organizations must achieve some balance between the power of the decision makers and their obligation to those who carry out their decisions - between authority and responsibility. |
| business judgement rule definition: Cambridge Advanced Learner's Dictionary Kate Woodford, Guy Jackson, 2003 The Cambridge Advanced Learner's Dictionary is the ideal dictionary for advanced EFL/ESL learners. Easy to use and with a great CD-ROM - the perfect learner's dictionary for exam success. First published as the Cambridge International Dictionary of English, this new edition has been completely updated and redesigned. - References to over 170,000 words, phrases and examples explained in clear and natural English - All the important new words that have come into the language (e.g. dirty bomb, lairy, 9/11, clickable) - Over 200 'Common Learner Error' notes, based on the Cambridge Learner Corpus from Cambridge ESOL exams Plus, on the CD-ROM: - SMART thesaurus - lets you find all the words with the same meaning - QUICKfind - automatically looks up words while you are working on-screen - SUPERwrite - tools for advanced writing, giving help with grammar and collocation - Hear and practise all the words. |
| business judgement rule definition: Guiding Principles on Business and Human Rights United Nations. Office of the High Commissioner for Human Rights, 2011 This publication contains the 'Guiding Principles on Business and Human Rights: Implementing the United Nations Protect, Respect and Remedy Framework', which were developed by the Special Representative of the Secretary-General on the issue of human rights and transnational corporations and other business enterprises. The Special Representative annexed the Guiding Principles to his final report to the Human Rights Council (A/HRC/17/31), which also includes an introduction to the Guiding Principles and an overview of the process that led to their development. The Human Rights Council endorsed the Guiding Principles in its resolution 17/4 of 16 June 2011.--P. iv. |
BUSINESS | English meaning - Cambridge Dictionary
BUSINESS definition: 1. the activity of buying and selling goods and services: 2. a particular company that buys …
VENTURE | English meaning - Cambridge Dictionary
VENTURE definition: 1. a new activity, usually in business, that involves risk or uncertainty: 2. to risk going….
ENTERPRISE | English meaning - Cambridge Dictionary
ENTERPRISE definition: 1. an organization, especially a business, or a difficult and important plan, …
INCUMBENT | English meaning - Cambridge Dictionary
INCUMBENT definition: 1. officially having the named position: 2. to be necessary for someone: 3. the …
AD HOC | English meaning - Cambridge Dictionary
AD HOC definition: 1. made or happening only for a particular purpose or need, not planned …
William & Mary Business Law Review
business judgment rule, which largely eliminates shareholders’ ability to protect themselves from directors’ decisions that favor other . Associate, Cleary Gottlieb Steen & Hamilton LLP; JD, …
Corporate Officers and the Business Judgment Rule - JSTOR
likelyinvoke,indefense, thegenerousprotectionof businessjudgmentrule.11 ThisArticleargues thatthe businessjudgmentrule - acornerstoneconceptin corporate law - does not andshould not …
Fiduciary Duties of Directors of a Financially Stressed Company
• In deciding whether to continue business or liquidate, the directors must seekto maximize the insolvent corporation’s long-term wealth creating capacity. • When directors of an insolvent …
Das Bundesgericht anerkennt die Business Judgment Rule als …
5. Die Business Judgment Rule in besonderen Sachzusammen hängen 5.1 Die Business Judgment Rule bei Sanierungsentscheiden 5.2 Die Business Judgment Rule bei …
BUSINESS JUDGMENT AND THE COURTS - essl.leeds.ac.uk
The first task was to define what business judgment means. Although the term is frequently used in jurisdictions that have a ‘business judgment rule’ (a rule that protects directors’ decisions …
Untreue und Business Judgement Rule - zjs-online.com
Business Judgement Rule (§ 93 Abs. 1 S. 2 AktG) bei unternehmerischen Risikoentscheidungen und ihre Relevanz für die Untreueprüfung (§ 266 StGB) ein. Die Untreue ist ein Tatbestand, …
MEI 2023 - Anti Korupsi
b. Sejarah Doktrin Business Judgement Rule 10 c. Doktrin Business Judgement Rule dalam Sistem Hukum di Indonesia 14 Bab 3 Penerapan Business Judgement Rule dalam Kerangka …
Directors’ and Managers’ Ability to Limit or Exclude Liability
duties as a member of a committee, in accordance with his good faith business judgment of the best interests of the corporation.” Va. Code Ann. § 13.1-690. Under Virginia law, alleged …
DUTIES OF CONTROLLING STOCKHOLDERS Murky Waters: …
judgment rule is the default rule for evaluating decisions of directors when no self-dealing or bad faith is present. When the business judgment rule applies, it is the plaintiff’s burden to rebut the …
Business Judgement Rule - Müller Partner Rechtsanwälte
Business Judgement Rule: Gesetzliche Verankerung in Österreich seit 1.1.2016 Im Zuge der Strafrechtsreform 2015 wurde auch die Business Judgement Rule (BJR) im Aktiengesetz und …
Fiduciary Duties of the Board of Directors - Stanford Law School
directors' conduct, including the business judgment rule, enhanced scrutiny, and entire fairness. Legal Framework Corporate Contract Common Law Role of Directors in Management of the …
Holding Closely Held Business Assets in Trust - Holland & Hart
business judgment rule), (2) the duty to inform and report about the business, and (3) the duty to diversify a large holding in a business. Because Colorado law frequently does not address …
Business Judgment Rule - swissboardforum.ch
Business Judgment Rule SORGFALTSPFLICHT UND HAFTUNGVerwaltungsräte haften für die sorgfäl - tige und pflichtgemässe Ausübung ihres Mandats. Weil Misserfolge zum unter …
Implementation of Business Judgement Rules in Indonesia: …
business judgement rule. At first, this concept was initiated in the United States, the doctrine . business judgement rule. based on. Common Law, as is known, the United States adheres to …
La Business Judgment Rule: l’essai sur les sources de la règle
La Business Judgment Rule: l’essai sur les sources de la règle Justyna Angelika Sobczyk To cite this version: Justyna Angelika Sobczyk. La Business Judgment Rule: l’essai sur les sources de …
Redalyc.La aplicación de la denominada business judgment …
La business judgment rule establece, en resumidas cuentas, que los jue-ces no revisarán las decisiones de carácter empresarial tomadas por los 1 Pensemos, por dar solo un ejemplo, en …
Making Sense of the Business Roundtable’s Reversal on …
will invoke the business judgment rule and toss the case at the motion to dismiss stage. I will argue, however, that the reason courts do so differs from Professor Lipshaw’s argument and …
MODEL EMPLOYMENT LAW JURY INSTRUCTIONS - Conforto …
1. To fail or refuse to hire or to discharge any individual, or otherwise to discriminate against any individual with respect to [his] [her] compensation, the terms, conditions, or
The Business Judgment Rule The origin of the rule and its …
The Business Judgment Rule – Reglens ophav og dens indmarch i dansk retspraksis . The Business Judgment Rule - The origin of the rule and its entrance into Danish Jurisprudence . af …
Reflections on the Revlon Doctrine - University of Pennsylvania
Part III of this article will examine the business judgment rule. Part IV traces the origins and evolution of enhanced scrutiny and concludes that enhanced scrutiny differs dramatically from …
Rejudging the Business Judgment Rule - JSTOR
abusinessjudgmentrule,labelleda"safeharbor,"thesatisfactionofwhich is a completedefense to anallegedbreachof the standardofconduct; and inthe StateofModel Act, there is …
Delaware Court of Chancery Affirms CEO Termination …
that the Board’s decision was “so egregious on its face that” it could not have “[met] the test of business judgment.”13 The Court emphasized that, under the business judgment rule, …
A Brief Introduction to the Fiduciary Duties of Directors Under ...
presumption is known as the “business judgment rule.”12 The business judgment rule is a deferential standard of review; Delaware courts will generally refrain from unreasonably …
Implementation of Business Judgement Rules in Indonesia: …
business judgement rule. At first, this concept was initiated in the United States, the doctrine . business judgement rule. based on. Common Law, as is known, the United States adheres to …
Die Business Judgment Rule: Haftungsfreiheit der Organe von ...
derungsgesetz 2015 setzt die Business Judgment Rule um, ecolex 2016, 677; vgl. Schima, Business Judgment Rule und Verankerung im österrei-chischen Recht, GesRZ 2007,93; ders., …
Corporate Social Responsibility Through an Economic Lens
The business judgment rule makes fiduciary duties difficult to enforce, and it effectively grants managers discretion to “temper business decision making with their perceptions of social …
Die Anwendung der Business Judgment Rule auf den …
Abhandlungen zum Deutschen und Europäischen Gesellschafts- und Kapitalmarktrecht Band 117 Die Anwendung der Business Judgment Rule auf den GmbH-Geschäftsführer
Ansvarsvurderingen af det forretningsmæssige skøn - AAU
Business Judgement Rule Andreas Munch Kruse Daniel Elbo Andersen Vejleder: Anders Bredgaard . Ansvarsvurderingen af det forretningsmæssige skøn 1 af 77 Indholdsfortegnelse …
Interpreting the Business Judgment Rule - Malaysian Bar
the statutory business judgment rule, the ambit of which remains to be definitively set although the provision was originally enacted a decade ago, in 2007. In this seminar, Professor Low will …
Business Judgment Rule - SCHIMA MAYER STARLINGER …
Business Judgment Rule RA HonProf Dr Georg Schima, M.B.L.-HSG, LL.M. (Vaduz) Kunz Schima Wallentin Rechtsanwälte OG Wiener Bilanzrechtstage 1. April 2016 . Geschäftsführer …
Fiduciary Duty Litigation and Burden Shifting - hklaw.com
The Business-Judgment Rule The business-judgment rule is a presumption that in making a business decision, the directors of a corporation acted on an informed basis, in good faith, and …
Nevada Supreme Court Holds Statutory Business Judgment …
business judgment rule admits no exceptions, and thus the standards for corporate director and officer liability are the same regardless of the circumstances or the parties involved in the …
The business judgement rule approach and application
applications of the Rule are governed by disparate legal principles. This idea is reinforced by R. Franklin Balloti și James J. Hanks, Rejudging the Business Judgement Rule, 48 Business Law …
A Statutory Business Judgment - Australasian Legal …
the business judgment rule in America to the position of business judgments and associated rules in Australia. It provides arguments for and against a statutory rule. The author argues that the …
BEAUTY CONTEST BUSINESS JUDGEMENT RULE - UB
keputusannya, terdapat doktrin Business Judgement Rule.Busines Judgement Rule merupakan doktrin yang biasa digunakan oleh perusahaan dan pengadilan negara-negara common law …
Business Judgement Rule – Das neue Paradigma eines
Business Judgement Rule Das neue Paradigma eines entscheidungsorientierten Risikomanagements Management Werner Gleißner 1. Vorbereitung unternehmerischer …
Special Committees: A Primer - Potter Anderson
business judgment rule. As many of you know, directors must be disinterested and independent with respect to a matter at issue in order to be entitled to the protections of the business …
La Business Judgment Rule: l’essai sur les sources de la règle
La Business Judgment Rule: l’essai sur les sources de la règle Justyna Angelika Sobczyk To cite this version: Justyna Angelika Sobczyk. La Business Judgment Rule: l’essai sur les sources de …
This is a repository copy of Business Judgment and Director ...
Business Judgment and Director Accountability: A Study of Case-law Over Time Abstract: ... have a ‘business judgment rule’, a rule of law that protects directors' decisions from judicial scrutiny …
What’s News in Tax - KPMG
satisfied, except that the section 1.482-9(b)(5) business judgment rule would not apply, and adequate books and records must be maintained as described in proposed section 1.59A …
Delaware Business Law: How Courts Judge Officers and …
Business Judgment Rule • “The business judgment rule is an acknowledgment of the managerial prerogatives of Delaware directors under [Delaware Code] Section 141(a),” (Aronson v. Lewis, …
Terra Incognita: Applying the Entire Fairness Standard of …
even make it that far; if the business judgment rule applies, the court will defertothedirectors’decisionentirely.) ... The rise of benefit corporations (a hybrid business …
Overview of ERISA’s Fiduciary Requirements: Retirement Plan …
(i.e., can be made based on company’s business interests and subject to the business-judgment rule) • Settlor functions include things like: – Establishing a plan – Choosing plan design and …
Guidance for Boards
Act for the business judgement rule to apply, is good practice for the governing bodies of all organisations in the execution of their duties and not only boards of companies. The 2015 …
DUTIES OF CONTROLLING STOCKHOLDERS Murky Waters: …
judgment rule is the default rule for evaluating decisions of directors when no self-dealing or bad faith is present. When the business judgment rule applies, it is the plaintiff’s burden to rebut the …
Homeowners Associations and the Business Judgment Rule: …
of the business judgment rule is that, when the rule's requirements are met, a court will not substitute its judgment for that of the corporation's board of directors. (See generally, Katz v. …
Business Judgment Rule for Directors of Not For Profit …
In applying versions of the “business judgment rule” to decisions and actions of directors of condominium and homeowners’ associations organized under the Florida Not ... add the …
THE TORT FOUNDATION OF DUTY OF CARE AND BUSINESS …
Oct 2, 2012 · ary. The duty of care and the business judgment rule are not only important to corporation law inter se, but also corporation law influ-ences the laws of other business …
BUSINESS LAW TITLE 2019 Colorado Business Law Updates
Oct 17, 2019 · business judgment rule in duty of care cases, 5. with the result that the standard of care is gross negligence. 6. The prior “ordinarily prudent person” standard is a tort standard for …
COMPANIES - cipa.co.bw
26. Definition of member 27. Membership of holding company 28. Liability of members when fewer than legal minimum Private Companies 29. Definition of private company 30. …
