Principles of Corporate Governance: Analysis and Recommendations

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Compiled by the American Law Institute (ALI), Principles of Corporate Governance: Analysis and Recommendations examines duties and responsibilities of directors and officers of business corporations. It includes intense discussion in details of constitutional law related to corporate governance and covers selected topics of corporate law. The text consists of:

Introductory notes
Rules of law in the ALI's standard black-letter format
Corporate practice recommendations in a special gray-letter format
Comments, all of which express ALI views
Reporter's Notes, which reflect the views of the reporters and describe sources they considered relevant
Tables of cases, statutes, and cross-references

Selected topics include objective, conduct, and structure of the business corporation; the duty of care and fair dealing; role of directors and shareholders in transactions in control and tender offers; and remedies.

Summary of contents
Replacement pages

Volume 1
1. Definitions
2. The Objective and Conduct of the Corporation
3. Corporate Structure: Functions and Powers of Directors and Officers; Audit Committee in Large Publicly Held Corporations
4. A Recommendations of Corporate Practice Concerning the Board and the Principal Oversight Committees
5. Duty of Care and the Business Judgment Rule
6. Duty of Fair Dealing
Volume 2

Remedies

The Derivative Action
Recovery for Breach of Duty
Indemnification and Insurance
The Appraisal Remedy

Table of Cases
Table of Statutes
Table of Cross-References to Digest System Key Numbers and ALR Annotations
Index

Enter replacement volume, chapter and page numbers separated by commas. For example: Volume 2, Chapter 5, Pages 7, 12-19. Please limit requests to 25 pages or less. If you are located outside the United States or for more than 25 pages please contact Customer Service 1-800-328-4880.

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