This lesson provides an overview of the historical significance of the ultra vires doctrine, its subsequent decline in importance, and its modern status.
Read moreThis lesson is a brief introduction to the four major types of corporate acquisitions: mergers, compulsory share exchanges, sales of assets, and tender offers.
Read moreThis is the second and final of a series of lessons about the registration process of section 5 of the Securities Act of 1933.
Read moreThis lesson discusses cumulative voting and how it differs from straight voting. It describes the mechanics of cumulative voting—how many votes each shareholder gets, how those votes may be cast, and how the result is determined. It also illustrates how cumulative voting can go awry if shareholders are not careful. Finally, it discusses several possible ways that a majority shareholder dissatisfied with cumulative voting may try to circumvent it.
Read moreThe goal of this lesson is to introduce you to the basics of conducting company and industry research. Company research is the process of gathering information about a specific company. Once you have information about a company, you may need to know how that company is faring within its industry. Companies within an industry can be compared to one another, or an analysis of the industry itself can be done to see how it is performing.
Read moreThis lesson reviews the definition of "director's conflicting interest transaction" in Subchapter F of chapter 8 of the Revised Model Business Corporation Act. It focuses on the definition and does not discuss judicial review of director's conflicting interest transactions under Subchapter F. That is dealt with in a companion lesson, Judicial Review of Director's Conflicting Interest Transactions under the Model Business Corporation Act.
Read moreThis lesson examines shareholder inspection rights under RMBCA Chapter 16. In particular, it examines which documents a shareholder may inspect and the requirements for a shareholder to inspect. This lesson is a good opportunity to practice your statutory reading and interpretation skills.
Read moreThis is an introduction to the sharing of profits and losses by partners in a general partnership. The lesson has three parts: (1) a general introduction to the default rules concerning how partners share profits and losses; (2) a discussion of partnership accounts; and (3) a discussion of the distribution rules applicable when a partnership is dissolved and its business is wound up.
Read moreThis lesson introduces the student to the management and financial rights of partners of an ongoing partnership. Other lessons cover the information and indemnification rights of partners and the rights of partners during the process of dissolving a partnership. Before starting this lesson, students should have completed the basic lessons on partnership formation.
Read moreThis lesson provides an introduction to the doctrine of ratification. The lesson will cover what ratification is, why the doctrine developed, what acts can be ratified, who can ratify, how ratification occurs, and what are the legal effects of ratification. The lesson will also introduce you (or reintroduce you) to the related doctrine of adoption.
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