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The Eleventh Edition has been completely rewritten. The focus has been on tighter organization and greater readability of materials. Cases have been thoroughly edited for appropriate length and greater readability. The Eleventh Edition streamlines the organization of the materials so that the construction of a syllabus is easier. It updates important developments in corporate law, including new statutory cleansing mechanisms for conflict of interest transactions, updated discussion of ESG, related governance issues, and the role of corporations in society, and more analysis of the doctrine of bad faith as it continues development in Delaware law. It continues to develop sophisticated and substantial materials on noncorporate business entities. It has one of the deepest, most substantial discussion of the law of limited liability companies. Lastly, it continues to emphasize problems, but it has replaced all prior problems with new problems at the end of each chapter.


Imprint: West Academic Publishing
Series: American Casebook Series
Publication Date: 04/13/2026

Jeffrey D. Bauman, Georgetown University Law Center

Russell B. Stevenson, Jr., Georgetown

Robert J. Rhee, University of Florida College of Law

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The Eleventh Edition has been completely rewritten and organized. All old and new cases have been thoroughly edited or reedited for greater readability. The organization has been simplified from four major parts to three major parts. The changes in organization and editing make the new edition much more readable for students and more flexible for teachers in terms of organizing a class syllabus. All problems in the prior edition have been replaced with a new set of problems. The problems focus on larger conceptual concepts that test the legal advisory function at higher levels. Lastly, the Eleventh Edition updates the legal materials for new developments in principally corporate law, including new statutory cleansing mechanisms for conflict of interest transactions, updated discussion of ESG, related governance issues, and the role of corporations in society, and more analysis of the doctrine of bad faith as it continues development in Delaware law.

Learn more about this series.