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About the Book

Commentaries and Cases on the Law of Business Organization

Front Cover - Commentaries and Cases on the Law of Business Organization

Fourth Edition

William T. Allen, New York University
Reinier Kraakman, Harvard Law School
Guhan Subramanian, Harvard Law School and Harvard Business School

2012.  800 pages.  ISBN: 978-1-4548-1361-3.

With Teacher’s Manual.

About the Book

Extraordinary authorship adds a unique real-world perspective to Commentaries and Cases on the Law of Business Organization; William T. Allen is former Chancellor of the Delaware Court of Chancery. Logical and flexible organization allows for chapters to be taught in any order to accommodate alternative teaching approaches. Chapters One through Four cover the fundamentals of organizational law in a business setting. Chapters Five through Thirteen address the legal regulation of a variety of actions, decisions, and transactions that involve or concern the modern public corporation. Introductions and transitional text, clearly and concisely written, provide context and perspective. Rich commentary in the form of explanatory notes facilitates teaching and understanding. Careful case selection and editing presents both classic and important recent cases. An economic-analysis perspective is made accessible through clear and consistent explanatory text. Examples, hypos, and diagrams illustrate conceptual and theoretical models. The text can easily be used in a Business Organization course with a focus on corporate law. The Teacher’s Manual includes detailed guidance for structuring the course, case analyses, and answers to questions raised in the book. Additional PowerPoint slides provide case summaries and raise cutting-edge, engaging points.

The Fourth Edition is completely updated throughout. It now includes excerpts from important recent cases such as Air Products v. Airgas and In re CNX Gas and provides commentary on current developments, such as “Say on Pay,” proxy access, and the Dodd-Frank Act of 2010. A new chapter on executive compensation appears. The Fourth Edition provides additional contextual background for certain cases to help students better understand the court’s reasoning. The text continues to provide additional questions, connections to the empirical literature, and cross-country comparisons. 

Hallmark features of Commentaries and Cases on the Law of Business Organization:

  • Extraordinary authorship - Allen, former Chancellor of the Delaware Court of Chancery lends unique real-world perspective 
  • Logical and flexible organization
  • chapters 1-4 cover fundamentals of organizational law in a business setting 
  • chapters 5-13 address legal regulation of a variety of actions, decisions, and transactions that concern the modern public corporation. 
  • chapters can be taught in any order
  • accommodates alternative teaching approaches
  • Clear, concise introductions and transitional text provide context and perspective
  • Rich commentary comes in the form of explanatory notes - facilitates teaching and understanding
  • Intelligent case selection and editing
  • presents classic and important recent cases 
  • Economic-analysis perspective presented accessibly through clear and consistent explanatory text 
  • Examples, hypotheticals, and diagrams illustrate conceptual and theoretical models
  • Can be used in a Business Organization course with a focus on corporate law  
  • Teacher’s Manual  - detailed guidance for structuring the course - case analyses - answers to questions raised in the book
  • PowerPoint slides  - provide case summaries - explore cutting-edge and engaging points
Thoroughly updated, the revised Fourth Edition:

  • includes excerpts from important recent cases such as Air Products v. Airgas and In re CNX Gas
  • provides commentary on current developments - “Say on Pay” - proxy access - the Dodd-Frank Act of 2010
  • includes new chapter on executive compensation
  • provides additional contextual background for certain cases to help students better understand the court’s reasoning
  • provides additional questions, connections to empirical literature, and cross-country comparisons