Description
LWW Business Organizations Second Edition by Theresa A. Gabaldon
Business Organizations, Second Edition is a pedagogically rich book that recaptures student engagement in the course without sacrificing basic rigor. The traditional coverage of most books in the field is retained, but modernized in reflecting the importance of unincorporated entities and small business counseling problems. Transaction-oriented problems put the student in the practice role of advising a variety of businesses. An expository approach provides clear context for cases. Features include flowcharts, connections boxes, self-testing exercises, an interspersed series of exercises on ethics for business lawyers, a glossary of terms, and sidebars on numerical concepts and skills. Through the use of side-bar explanations or otherwise, the chapters or major sections of chapters in the book stand alone, facilitating teaching in almost any order. An online supplement includes a "business concepts for lawyers" module to be assigned as an instructor desires, as well as a variety of sample documents to show students the actual materials that lawyers work with every day.New to the Second Edition: Major revisions to incorporate important statutory modifications: Book-wide revisions to incorporate 2016 Model Business Corporations Act amendments Book-wide revisions to incorporate amendments to the Revised Uniform Partnership Act and amendments to several other ALI model statutes for unincorporated entities, including the revisions made under the ALI's "harmonization project" Revisions to reflect significant changes in the exemptions from registration under the Securities Act of 1933 Updates to reflect the 2017 Tax Cuts and Jobs Act New cases, including Alexander v. FedEx and O'Connor v. Uber (dealing with the agency relationship of delivery companies and their drivers); Browning-Ferris Indus. (addressing the possibility of joint-employer status in situations involving temp agencies); and Salman v. U.S. (new decision of the Supreme Court having to do with insider trading) Newly written substantive materials, including an entirely new section on the "gig" economy, added to Ch. 4; and new material on the ability of shareholders to adopt bylaws affecting the management of business Shorter cases to bring down page length and respond to adopter requests Improved integration of the text and its online companion material Professors and students will benefit from: Modularity--achieved by keeping chapters short and self-contained--so that the book can be adapted to professors' different priorities Substantial material provided for free in an online supplement, to reduce overall student costs, including: A set of complete edited codes to support all readings in the casebook; and A module comprising a "business concepts for lawyers" guide, covering tax, accounting, financial and economic topics keyed directly to the book. Detailed, problem-focused treatment of unincorporated entity issues and special transactional problems in counseling small businesses Visual and pedagogical elements (including teaching and learning aids such as flow-charts and self-testing devices) that are designed to engage a generation of students and teachers accustomed to variety and visual appeal Special cross-referencing aids to emphasize connections among related topics An expository approach providing clear context for the traditional case material that also appears Easy-to-digest sidebar content intended to develop student numeracy strength in tax, accounting and other relevant concepts Part 1 Foundations of American Law Chapter 1 The Nature of Law Chapter 2 The Resolution of Private Disputes Chapter 3 Business and the Constitution Chapter 4 Business Ethics, Corporate Social Responsibility, Corporate Governance and Critical Thinking Part 2 Crimes and Torts Chapter 5 Crimes Chapter 6 Intentional Torts Chapter 7 Negligence and Strict Liability Chapter 8 Intellectual Property and Unfair CompetitionPart 3 Contracts Chapter 9 Introduction to Contracts Chapter 10 The Agreement: Offer Chapter 11 The Agreement: AcceptanceChapter 12 Consideration Chapter 13 Reality of Consent Chapter 14 Capacity to Contract Chapter 15 IllegalityChapter 16 Writing Chapter 17 Rights of Third Parties Chapter 18 Performance and Remedies Part 4 Sales Chapter 19 Formation and Terms of Sales Contracts Chapter 20 Product Liability Chapter 21 Performance of Sales Contracts Chapter 22 Remedies for Breach of Sales Contracts Part 5 Property Chapter 23 Personal Property and Bailments Chapter 24 Real Property Chapter 25 Landlord and Tenant Chapter 26 Estates and Trusts Chapter 27 Insurance Law (moved from ch. 53)Part 6 Credit Chapter 28 Introduction to Credit and Secured Transactions Chapter 29 Security Interests in Personal Property Chapter 30 Bankruptcy Part 7 Commercial Paper Chapter 31 Negotiable Instruments Chapter 32 Negotiation and Holder in Due CourseChapter 33 Liability of Parties Chapter 34 Checks and Electronic Transfers (new title) Part 8 Agency Chapter 35 The Agency Relationship Chapter 36 Third-Party Relations of the Principal and the Agent Part 9 Partnership Law Chapter 37 Introduction to Forms of Business and Formation of Partnerships Chapter 38 Operation of Partnership and Related FormsChapter 39 Partners' Dissociation and Partnerships' Dissolution and Winding Up Chapter 40 Limited Partnerships, Limited Liability Limited Partnerships, and Limited Liability Companies Part 10 Corporations Chapter 41 History and Nature of Corporations Chapter 42 Organization, Financial Structure, and Dissolution of Corporations Chapter 43 Management of Corporations Chapter 44 Shareholders' Rights and Liabilities Chapter 45 Securities Regulation Chapter 46 Legal Responsibilities of Auditors and ConsultantsPart 11 Regulation of Business Chapter 47 Administrative Agencies Chapter 48 The Federal Trade Commission Act and Consumer Protection Laws Chapter 49 Antitrust: The Sherman Act Chapter 50 The Clayton Act, The Robinson-Patman Act, and Antitrust Exemptions and Immunities Chapter 51 Employment Law Chapter 52 Environmental Regulations Appendix A The Constitution of the United States of America