| Federal Regulation of Corporate Takeover Bids or Tender Offers |
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| Traditionally, proxies of shareholders of corporate takeover targets were sought for votes in favor of the takeover. Rules issued by the Securities and Exchange Commission to regulate the content of proxies so that shareholders were able to make an informed decision provided some protection for shareholders. More... |
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| Independent Director Requirements for Nasdaq Listed Companies |
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| The Nasdaq Stock Exchange, Inc., has adopted Rule 4350(c)(1), which requires that every company listed on Nasdaq must have independent directors as the majority of the company's board of directors. Each listed company must publicly disclose which of its directors are considered independent by identifying the independent directors in the company's annual meeting proxy statement or in the company's annual report on Securities and Exchange Commission Form 10-K. More... |
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| Formation of a Partnership |
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| A partnership is created when members of the partnership intentionally join together to carry on a business that is not incorporated. Members, or partners, may be individuals, trusts, estates, corporations, or other partnerships.More... |
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| RCRA |
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| The Resource Conservation and Recovery Act (RCRA) is a federal regulatory scheme that is designed to manage and regulate hazardous and non-hazardous waste from "cradle to grave." Largely prospective in nature, RCRA covers the storage, treatment, and disposal of waste materials at industrial, commercial, agricultural, and mining sites and facilities. It also covers operations at waste and water treatment plants and air pollution control facilities. Title III of RCRA governs the permitting and notice requirements for hazardous waste generators and handlers. Hazardous wastes, which must be solid wastes, are defined and categorized in this portion of RCRA. Criminal sanctions are available if these provisions are violated.
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| Business Judgment Rule |
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| 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... |
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