The Global Directors And Officers Deskbook

There are key differences between domestic and international liability. In non-U.S. jurisdictions, factors such as the absence of juries in international civil cases and the inability to pursue punitive damages and contingency fees creates the need for lawyers to adopt a different dynamic and strategy. Class actions come with a different set of guidelines. And from a corporate governance perspective, there are a completely different set of distinctions between D&O liability and insurance for U.S. corporations and liability and insurance for non-U.S. corporations. This book is intended to provide an overview of the directors and officers landscape within and outside of the United States, with particular emphasis on those jurisdictions where the majority of business interests are non-US based. Country-specific articles that address the particular areas of D&O law are included to provide the reader with detailed information. Topics include: 0́Ø Statutory and Regulatory Framework 0́Ø Indemnification 0́Ø Regulatory Proceedings 0́Ø Shareholder Representative Actions 0́Ø Insolvencies, Arbitration, and ADR 0́Ø Insurance Issues The book is structured in a way that readers can quickly and effectively determine the similarities/differences in D&O liability and insurance law among those jurisdictions that affect their businesses or practices. Authors from 26 countries define the specifics germane to their respective locations.

This book provides an overview of the directors and officers landscape within and outside of the United States, with particular emphasis on those jurisdictions where the majority of business interests are non-US based.

"Understanding and interpreting D & O liability and coverage issues involves studying the evolved terms of the corporate liabilities presented, the contract terms implicated and the case decisions interpreting those terms. Now updated, [this book] has evolved with the expansion of corporate liabilities, the terms of the policies at issue and the judicial interpretations as well. Use this book as a reference tool for navigating the current landscape, providing synopses of important judicial decisions (in various jurisdictions) on the key provisions that commonly arise. This book reflects on this history of directors and officers exposures and the insurance coverage called upon to address those risks. [This book] covers the following important issues: policy issuance; insuring agreements; trigger and scope of coverage; defense obligations; policy limits, retentions, and exclusions; settlement; allocation; policy termination and nonrenewable; coverage litigation issues; and recent developments in D & O liability abroad."--

Brazil's power to attract international investors has become irresistible. Large-scale economic development, massive infrastructure projects, substantial agribusiness and commodities markets, and newly discovered oil and natural gas resources-combined with improvements in social standards and a consolidation of democratic institutions-have spearheaded the emergence of Brazil as a formidable global economy challenging the developed nations. This is the first book in English to provide a detailed guide to the ways into and around the Brazilian economy. Thirty seven leading Brazilian practitioners describe and interpret laws and regulations governing business set-up procedures, transactions, contracts, financing, taxation, securities, intellectual property, real estate, dispute resolution, environmental protection, labor, insolvency, competition, trade remedies, anti-corruption, private funds and insurance. They explore every issue likely to be important to investors, including the following: • competition, mergers and acquisitions, joint ventures; • contractual clauses, statutory requirements on specific agreements; • tax incentives available for infrastructure projects; • listing and offering requirements in capital and securities markets; • licensing, franchising, and other intellectual property agreements; • civil proceedings, arbitration, and the mechanisms of dispute resolution; • the structure of the Brazilian judiciary system; • rules on conflicts of law and competence of jurisdiction; • real property acquisition and development; • environmental liabilities; • forms of employment and employment contracts; • insolvency and bankruptcy proceedings; • trade remedy system; • anti-corruption legislation; • private equity, venture capital and investment funds; and • insurance and re-insurance. Taking the point of view of a commercial lawyer required to draft and negotiate agreements governed by Brazilian law, each author contributes particular expertise to this incomparable resource for potential and actual investors in Brazil and their counsel. Thoroughly up-to-date in its exploration and understanding of the legal transformations that are taking place in Brazil, this book will be invaluable to corporate lawyers, investors, academics, and policymakers interested in Brazil's role in the global economy.

A reference tool for lawyers facing international legal problems outside their own areas of expertise.

The Delaware Law of Corporations & Business Organizations Statutory Deskbook is designed to facilitate research into matters of statutory scope and construction. Compact and easily portable, The Statutory Deskbook brings you the complete text, with all current amendments of the principal Delaware business organization statutes, including: The Delaware General Corporation Law Limited Liability Company Act Statutory Trust Statute Revised Uniform Limited Partnership Act The Delaware Revised Uniform Limited Partnership Act The Uniform Unincorporated Nonprofit Association Act Other related provisions of the State of Delaware Constitution, Franchise Tax Law and Code This statutory booklet is designed to be a convenient guide to Delaware corporations, limited partnerships and limited liability companies and is able to be easily transported by the user as an extension of the current three-volume The Delaware Law of Corporations & Business Organization, Third Edition. In addition, the accompanying CD-ROM contains the full contents of the statutory booklet, with a search mechanism that allows the user to make research more efficient.