Corporations

The author offers a fresh perspective on the traditional corporate law course while retaining most of the classic cases. Integrating economics, sociology, philosophy, and psychology, the book incorporates contemporary corporate issues through cases and materials that situate the corporation in its social and political setting. This casebook takes a new approach to the organization of the traditional materials on directors' and officers' duties by integrating materials such as derivative litigation and indemnification. Issues involving close corporations (including promoter's liability, limited liability, piercing, and other related issues) are gathered in one chapter while also retaining traditional case materials. The notes and questions provoke thought not only on legal issues and the relationship between cases and theories, but also on the effect corporations have on their constituents and communities. There is also a chapter devoted to the corporation's place in modern society that covers traditional issues as well as more novel ones.

The second edition has been updated with the addition of new cases and with a return to coverage of several cases not included in the first edition. The author has also added a new section on corporate debt as well as new questions and comments throughout the book.