| Reliance on Third-Party Advice or Information |
| The duty of care requires directors to act in good faith and in a manner that they reasonably believe is in the best interest of the corporation. Directors must exercise informed business judgment and be attentive to the corporation's affairs. In order to do so, directors are required to keep themselves informed of all material information that is reasonably available to them before making a business decision. Directors also must use care when performing their duties. More... |
| Premerger Second Requests for Information |
| Parties to mergers or acquisitions involving sales or assets of $100 million or meeting other threshold levels must report their planned merger or acquisition to the Department of Justice or the Federal Trade Commission and wait for 30 days (15 days in the case of a cash tender offer or a bankruptcy sale) following the report before completing the transaction. That waiting period allows the Department or the Commission time to review the transaction for its potential effect on competition before deciding what enforcement action, if any, will be taken.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... |
| Advantages of Different Methods for Holding Securities |
| Owners of securities may hold their securities by possessing certificates or by registering the securities in "street name" with a brokerage or directly with the company issuing the securities. Some issuers of securities may not offer physical certificates or direct registration. Each method of holding securities has advantages and disadvantages to be considered by investors.More... |
| Protection of School Asbestos Hazard Whistleblowers |
| (Protection of School Asbestos Hazard Whistleblowers)More... |
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