MVV12K U.S. Corporate Law: Management, Directors and Shareholders and the Division of Power

Faculty of Law
Spring 2008
Extent and Intensity
1/0. 3 credit(s). Type of Completion: k (colloquium).
Teacher(s)
Professor Margaret A. Bancroft (lecturer)
prof. JUDr. Josef Bejček, CSc. (alternate examiner)
Guaranteed by
prof. JUDr. Josef Bejček, CSc.
Department of Commercial Law – Faculty of Law
Contact Person: Eva Vinklárková
Timetable
Mon 28. 4. 11:10–12:40 025, Wed 30. 4. 11:10–12:40 025, Mon 5. 5. 11:10–12:40 025, Wed 7. 5. 11:10–12:40 025, Mon 12. 5. 11:10–12:40 025, Wed 14. 5. 11:10–12:40 025
Course Enrolment Limitations
The course is only offered to the students of the study fields the course is directly associated with.

The capacity limit for the course is 65 student(s).
Current registration and enrolment status: enrolled: 0/65, only registered: 0/65
fields of study / plans the course is directly associated with
  • Law (programme PrF, M-PPV)
Course objectives
A purpose of this short course is to help us all think about the role corporations play in each of our countries. While formal corporate codes may look very similar, do history, economies, governmental structure make a significant difference in the role corporations play in our countries? Can one size ever fit all? As globalization progresses, will there be a convergence in corporate law? The focus will be on the U.S. model so that you can compare it with your model. For example, is EU law adding a corporate governance overlay similar to the role the federal government is playing in the U.S.? See Week II.
Syllabus
  • 1. The historical development of corporations in the United States as an engine to raise capital.
  • (a) Why it prevailed over partnership structures.
  • (b) The impact of a diverse shareholder base on the development of corporate law precepts in the United States and the focus on the duty of directors to shareholders.
  • 2. State and Federal Regulation: Delaware Corporate Law as the American model:
  • (a) Key provisions of the Delaware Corporate Code.
  • (b) The latter day impact of U.S. Federal law on corporations.
  • 3. The crucial fiduciary duties directors owe to shareholders.
  • (a) The business judgment rule and its protection of directors.
  • (b) The Walt Disney case.
Language of instruction
English
Further Comments
Study Materials
The course is taught only once.
  • Enrolment Statistics (recent)
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