This title is a part of our CasebookPlus™ offering as ISBN 9798887869162. Learn more at Faculty-CasebookPlus.com.

This title covers the law of business associations for introductory courses, including agency, general partnerships, closely held corporations, publicly held corporations, limited partnerships, limited liability partnerships, and limited liability companies. The material on the unincorporated business forms has been revised, updated, and expanded to reflect the centrality of these forms of business organization in modern law practice and the economy generally. Among other state and model statutes, the Third Restatement of Agency (2006), the Revised Uniform Partnership Act (1997), the Uniform Partnership Act (2013), the Revised Uniform Limited Partnership Act (1976 with 1985 amendments), the Uniform Limited Partnership Act (2013), the Revised Uniform LLC Act (2006), the Uniform LLC Act (2013), the Delaware LLC Act, the Delaware General Corporation Law, and the Model Business Corporation Act (2016) are discussed and cited.


Imprint: West Academic Publishing
Series: American Casebook Series
Publication Date: 12/20/2024

Jonathan R. Macey, Yale University Law School

Douglas K. Moll, University of Houston Law Center

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Among other changes, the new edition includes:

a. New Chemours case on director liability for improper stock repurchases and dividend payments

b. New Moelis case on shareholder agreements that constrain the board under Delaware law

c. New Institutional Shareholder Services case on whether proxy advisory firms “solicit” proxies under section 14(a) of the Securities Exchange Act of 1934

d. New Boeing case addressing Caremark claims under Delaware law

e. New Tornetta v. Musk case on executive compensation under Delaware law

f. New text on Match Group and Trip Advisor cases involving application of the MFW framework in controlling shareholder transactions

g. New Brookfield case on direct versus derivative lawsuits

h. New Zuckerberg case on demand futility

i. New text on 2022 Rules to Address Abusive Practices in Rule 10b-5 Plans

j. New text on “Shadow” Insider Trading

k. New Manere case on dissolution for oppression in the LLC setting

l. New text on the Benjamin decision and LLC Inspection Rights

Learn more about this series.