The business judgment rule provides a director of a corporation immunity from liability when a plaintiff sues on grounds that the director violated the duty of care to the corporation so long as the director’s actions fall within the...
business organizations
A close corporation is a corporation which is held by a limited number of shareholders and is not publicly traded. A close corporation can generally be run directly by the shareholders (without a formal board of directors and without a formal...
According to section 510(c) of the Bankruptcy Code, equitable subordination is a common law doctrine that protects unaffiliated creditors (i.e., outsiders, bona fide third party) by giving them rights to corporate assets superior to those of...
When someone has a fiduciary duty to someone else, the person with the duty must act in a way that will benefit someone else financially.
The person who has a fiduciary duty is called the fiduciary, and the person...
Under common law, in determining the extent to which partnership creditors whose debts are not fully satisfied by partnership property can assert claims to the assets of individual partners, the jingle rule gave partnership creditors priority...
Piercing the corporate veil refers to a special instance where the court holds the shareholder or director of a corporation personally liable for the corporation’s debts.
Piercing the corporate veil is also known as veil-...
The Securities Act of 1933 was Congress's opening shot in the war on securities fraud. Congress primarily targeted the issuers of securities. Companies which issue securities (called issuers) seek to raise money to fund new projects or...