Understanding Corporate Law

The sixth edition of 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, statutory provisions, and jurisprudence used in the study of corporations. It includes major theoretical approaches used in current corporate law literature.

In each chapter, the authors identify important policies and discuss the law as it has developed in relation to those policies. Statutory issues are addressed under both the General Corporation Law of the State of Delaware and the Revised Model Business Corporation Act. In addition, significant sections from the Principles of Corporate Governance of the American Law Institute are covered. The book refers to the corporate scandals of 2001 and 2002, the enactment of the federal Sarbanes-Oxley (2002), Dodd-Frank (2010), JOBS (2012) Acts, and the financial crisis of 2008. The development of ESG (environmental, social and governance) and its impact on corporate governance is covered as is the rise of institutional shareholder ownership and its effect on legal developments. The authors also highlight recent significant cases in each chapter.