Understanding Corporate Law

Understanding Corporate Law is designed to assist students by offering a clear and comprehensive treatment of key concepts in corporate law. It is a popular study guide for students and has been used by professors to supplement their casebook or as recommended reading. Significant business, economic, and policy issues are highlighted in connection with a thorough analysis of the important cases and statutory provisions used in the study of corporations. It includes the major theoretical approaches used in current corporate law literature.

In each chapter, the authors identify important policies and discuss the relationship of the law as it has developed to those policies. Statutory issues are covered under both the General Corporation Law of the State of Delaware and the Revised Model Business Corporation Act. The Third Edition of Understanding Corporate Law discusses developing case law since the Second Edition including the Delaware courts' use of good faith in fiduciary duty cases. The book also reflects the corporate governance issues raised by the corporate scandals and the passage of the Sarbanes-Oxley Act of 2002. A section of Chapter 5 deals generally with that Act, but its impact is also covered in relevant sections throughout the book. This Understanding treatise is designed to be used in conjunction with all of the major corporate law casebooks.