| Application of the De Facto Merger Doctrine to Acquisition of Corporate Assets |
| |
| Companies which otherwise are attractive acquisition targets may have contingent liabilities that are difficult to assess. For example, a paint manufacturer may have used ingredients that later prove to be toxic. Present and future liability of the manufacturer for damages from sales of products with those ingredients may be anticipated, but the scope and cost of that liability may be too difficult to determine to support an acquisition value for the manufacturer.More... |
| |
| Business Judgment Rule |
| |
| The business judgment rule protects a director(s) from personal liability if he or she has performed diligently and carefully in legitimate furtherance of corporate objectives and purposes and has not acted fraudulently, illegally, or otherwise in bad faith. The business judgment rule may be codified, but it is largely a matter of judicial interpretation and application. The business judgment rule is frequently invoked in shareholder damage suits against a director or board of directors. Courts generally acknowledge that the business judgment rule either does or may apply to corporate officers. More... |
| |
| Whistleblowers Under the Safe Drinking Water Act |
| |
| The Safe Drinking Water Act provides protection for whistleblower-employees who file claiims under the statute. More... |
| |
| Independent Director Requirements for Companies on the New York Stock Exchange |
| |
| Independent directors must make up the majority of the board of directors of any company listed on the New York Stock Exchange, according to NYSE Rule 303A.01. The board of directors of each company on the Exchange is responsible for determining that each of the listed company's independent directors meets criteria for independence. More... |
| |
| Trademark Law |
| |
| (Federal False Advertising and False Designation of Origin Claims)More... |
| |
