Corporate practice portfolio series ; no. 63-3rd.
" ... provides an overview of the problems and responsibilities facing the modern corporate board. It sets forth the duties of directors and examines the question of to whom those duties are owed, looking at both the traditional model, which held the directors responsible only to shareholders, and more recent theories that directors on occasion owe duties to non-shareholders. The portfolio then considers the size and composition of the board, and the roles of committees in its functioning. It explains the duties and liabilities of individual board members, considering such matters as dealing with "interested" transactions, reliance upon experts, changes in corporate control, and proxy contests. It also describes the business judgment rule and potential liabilities under environmental laws. The portfolio then explains the protections available to directors through indemnification, exculpation, and liability insurance. The portfolio concludes by discussing the special duties and responsibilities of directors that arise in the context of derivative lawsuits and managing financially troubled companies."
Co-authors: Jason L. Booth, 2001-<2009> ; Mackenzie K. Phillips, . Published: Washington, D.C., 2001-2007.
Bibliography, etc. Note
Includes bibliographical references.
Formatted Contents Note
Detailed analysis. Introduction The role of the board in corporate governance Structure of the board Duties and liabilities of individual board members Indemnification, exculpation, and liability insurance Derivative litigation: managing a unique corporate asset Corporate governance of the 'troubled' company Working papers.
Digital File Characteristics
System Details Note
Mode of access: World Wide Web.
Source of Description
Title from title screen (viewed Dec. 21, 2011).