| "Persons" Subject to the Sherman Act |
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| Sections 1 through 3 of the Sherman Act, 15 U.S.C.S. §§ 1-3, provide for prison terms, fines and damages to be assessed against "persons" who enter into agreements in restraint of trade or who monopolize, attempt to monopolize or conspire to monopolize trade. More... |
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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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| Initial Public Offerings and Lockup Agreements |
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| A lockup agreement is a contract between an underwriter and a company going public in which the insiders of the company, including directors, officers, employees, and friends and family agree that they will not sell shares of the company they own until a set period of time after the company's shares are sold to the public. The objective of the lockup agreement is to provide a stable market for the securities for a reasonable time after the initial public offering.More... |
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| Initial Public Offerings & the Securities Act of 1933> Registration of Securities> Registration Statement Filing |
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| Pros and Cons for a Company Going PublicMore... |
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| 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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