Representing Corporate Officers and Directors and LLC Managers [formerly Representing Corporate Officers, Directors, Managers, and Trustees], 3rd Edition

Representing Corporate Officers and Directors and LLC Managers [formerly Representing Corporate Officers, Directors, Managers, and Trustees], 3rd Edition

Representing Corporate Officers and Directors and LLC Managers, Third Edition (formerly titled Representing Corporate Officers, Directors, Managers, and Trustees) is a guide to the practical aspects of corporate governance for attorneys, corporate officers and directors, LLC managers, and trustees. Following the repercussions of past corporate and accounting scandals, new legislation, rules, and standards by governmental bodies and society have greatly increased the focus on the responsibilities and liabilities of directors, officers, managers, and trustees. Increased SEC oversight, new NYSE and NASDAQ listing standards, new cybersecurity compliance guidance, new fiduciary and other duties, and new criminal penalties have all changed the landscape for those who control corporations. By logically laying out the steps to safe corporate governance, the analysis, cases, tables, and checklists guide the veteran and neophyte alike. Representing Corporate Officers and Directors and LLC Managers tells you what to look for...what to look out for...and what steps to take to protect your corporate clients in today's harsh regulatory environment. It's the only up-to-date work of its kind to offer both in-depth analysis and practical guidance on key aspects of this critically important area. This updated Third Edition thoroughly covers: Directors' duties of care and loyalty-- including the different standards which have been imposed on directors regarding the duty of care...the duty of loyalty...the business judgment rule... when directors are entitled to rely on the advice of others...improperly influencing audits under the Sarbanes-Oxley Act... improper distributions...and more. Conflicts of interest--with examples of conflict of interest transactions, and discussion of loans to or by directors and officers...secret profits...and the duty to safeguard confidential or inside information-- plus, how certain transactions considered improper can be ratified and thus become legitimate. Federal securities laws--including everything from overviews of the laws, the SEC, and securities themselves-- to jurisdiction, pleading, remedies, and defenses in securities cases... criminal penalties...and attorneys' responsibilities regarding liability under Sarbanes-Oxley. Indemnification and insurance-- with discussion of mandatory and permissive indemnification and the scope of indemnification in various states... when a director may be indemnified even if not wholly successful in defense of an action...directors' and officers' liability insurance...types and extent of insurance coverage...tax law treatment...and exclusions. Tender offers--including antitakeover measures, two-tier and squeeze-out mergers, and golden parachute agreements, poison pill plans, and greenmail...potential liability in tender offers...and implementing mergers and acquisitions, with securities law, antitrust, tax, accounting, and labor law considerations.


Author
Publisher Wolters Kluwer
Release Date
ISBN 1543805299
Pages 1284 pages
Rating 4/5 (91 users)

More Books:

Representing Corporate Officers and Directors and LLC Managers [formerly Representing Corporate Officers, Directors, Managers, and Trustees], 3rd Edition
Language: en
Pages: 1284
Authors: Lane
Categories: Corporate governance
Type: BOOK - Published: 2018-12-19 - Publisher: Wolters Kluwer

Representing Corporate Officers and Directors and LLC Managers, Third Edition (formerly titled Representing Corporate Officers, Directors, Managers, and Trustee
ACCA Approved - P1 Governance, Risk and Ethics (September 2017 to June 2018 exams)
Language: en
Pages: 570
Authors: Becker Professional Education
Categories: Business & Economics
Type: BOOK - Published: 2017-04-15 - Publisher: Becker Professional Education Ltd

ACCA Approved and valid for exams from 01 Sept 2017 up to 30 June 2018 - Becker's P1 Governance, Risk and Ethics Study Text has been approved and quality assure
The future of CDC
Language: en
Pages: 143
Authors: Great Britain: Parliament: House of Commons: International Development Committee
Categories: Business & Economics
Type: BOOK - Published: 2011-03-03 - Publisher: The Stationery Office

In this report the International Development Committee finds that the Government development fund - CDC - is not doing enough to alleviate poverty, does not foc
The Evolution of Sustainable Investments and Finance
Language: en
Pages: 263
Authors: Francesco Gangi
Categories: Business & Economics
Type: BOOK - Published: 2021-04-20 - Publisher: Springer Nature

Over the last decade, socially responsible investments (SRIs) have become paramount to both professionals and academics. In the aftermath of the financial crisi
An Introduction to the Law on Financial Investment
Language: en
Pages: 542
Authors: Iain G MacNeil
Categories: Law
Type: BOOK - Published: 2012-01-20 - Publisher: Bloomsbury Publishing

Since the publication of the first edition of this book in 2005, the world of financial investment has experienced an unprecedented boom followed by a spectacul
Alternative Investments
Language: en
Pages: 960
Authors: CAIA Association
Categories: Business & Economics
Type: BOOK - Published: 2020-09-14 - Publisher: John Wiley & Sons

Whether you are a seasoned professional looking to explore new areas within the alternative investment arena or a new industry participant seeking to establish
Stakeholders, Governance and Responsibility
Language: en
Pages: 280
Authors: Shahla Seifi
Categories: Business & Economics
Type: BOOK - Published: 2018-09-14 - Publisher: Emerald Group Publishing

This book re-examines the relationships between stakeholders, governance and corporate social responsibility. It address different aspects of these relationship
The Routledge Handbook of Responsible Investment
Language: en
Pages: 740
Authors: Tessa Hebb
Categories: Business & Economics
Type: BOOK - Published: 2015-08-11 - Publisher: Routledge

The UN-supported Principles for Responsible Investment initiative has led to around a third of the world’s financial assets being managed with a commitment to
Cranfield on Corporate Sustainability
Language: en
Pages: 280
Authors: David Grayson
Categories: Business & Economics
Type: BOOK - Published: 2017-09-08 - Publisher: Routledge

Business schools have a special contribution to make in developing globally responsible, critical and independent-thinking future leaders and managers. In fact,
Non-Executive Director's Handbook
Language: en
Pages: 602
Authors: Patrick Dunne
Categories: Business & Economics
Type: BOOK - Published: 2009-08-14 - Publisher: Elsevier

The Non-executive Directors Handbook is an indispensable guide that deals with the changing role and responsibilities of the Non-Executive Director in companies