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Involuntary Dissolution: Theory and Operation in Publicly Traded Corporations
Get PDFInvoluntary dissolution is recognized as the primary mechanism to monitor opportunism and remedy the aggrieved minority shareholders of corporations. Contrary to general understanding, involuntary dissolution is not idiosyncratic to close corporations. However, its application to publicly traded corporations requires an approach different than the one for close corporations. This note discusses and recommends the approach necessary to justify and effectively enforce involuntary dissolution statutes’ application in the context of publicly traded corporations. It expresses the opinion that the contractual view of corporate law would provide the theoretical basis necessary to construe the statute for publicly traded corporations and exemplifies its approach through the shareholder oppression law of the U.S. corporate law
The Dodge Brothers’ Monster: A Legal Analysis of The Effect of Fiduciary Duty on Dual Voting Structures
Get PDFThe purpose of this research paper is to determine the legal obligations that a shareholder with majority voting rights would have in a dual-voting structure. The focus on the paper is on breaking down the fiduciary duty analysis for its application to dual-voting structures, which currently stands as the shareholder with majority voting rights have no duty to other shareholders.
The paper details the evolution of the common law and the social responses to the use of these structures. Then, the paper measure the application fiduciary duty would have on a dual-voting structure using WeWork as a case study. On balance, the dual-voting structure has both its merits and faults with its use, but the law should not address this kind of business decision. However, the best approach would be for the law to expand the definition of majority shareholders to be measured by either the number of shares or voting power. This expanded definition would apply fiduciary duty to these shareholders and empower minority shareholders
Perennial Beauty #5
No full texthttps://digitalcommons.law.ggu.edu/perennial_beauty/1009/thumbnail.jp
United States v. Arpaio: The Judicial Limit on the President’s Pardon Power
Get PDFArticle II of the United States Constitution grants the President unlimited authority to pardon. Specifically, the President “shall have power to grant reprieves and pardons for offences against the United States (“U.S.”), except in cases of impeachment.” Once a pardon is issued, it must be accepted by the pardoned individual for the pardon to take effect. On August 25, 2017, President Donald J. Trump pardoned Sheriff Arpaio of a conviction for contempt of court. The prior month, the District Court for the District of Arizona (“district court”) had convicted Sheriff Arpaio of criminal contempt of court for intentionally failing to adhere to the district court’s preliminary injunction.
The preliminary injunction ordered Sheriff Arpaio to stop detaining individuals based on their Hispanic appearance in order to investigate civil violations of federal immigration law. However, as Sheriff of Arizona’s Maricopa County Sheriff Office (“MCSO”), he continuously and intentionally failed to do so. Sheriff Arpaio characterized himself as “America’s Toughest Sheriff” and was known for his unequivocal stance against illegal immigration.
Subsequently, Sheriff Arpaio accepted President Trump’s pardon and then moved to vacate his conviction. Judge Bolton of Arizona’s District Court denied Sheriff Arpaio’s Motion to Vacate the Judgment for criminal contempt of court. Arpaio then appealed the denial to vacate his conviction before the United States Court of Appeals for the Ninth Circuit (“Ninth Circuit”). At which point, the U.S. Department of Justice declined to defend Judge Bolton’s order denying Arpaio’s request for vacatur.
Absent representation from the U.S., plaintiff’s amici requested that the Ninth Circuit appoint a special prosecutor to defend the district court’s decision. In a case of first impression, the Ninth Circuit determined that it had the authority to appoint a special prosecutor to defend the Arizona District Court’s order under Federal Rule of Criminal Procedure 42 and its own inherent judicial power
10th Annual Chief Justice Ronald M. George Distinguished Lecture: Judicial Insights with Judge Michelle T. Friedland
No full text10th Annual Chief Justice Ronald M. George Distinguished Lecture: Judicial Insights with Judge Michelle T. Friedland.https://digitalcommons.law.ggu.edu/ron_george_image_gallery/1009/thumbnail.jp
Fourth Panel: the Documentary: The Champions
No full textThe Champions: Directed and Produced by Founder of FIREFLYFILMWORKS Darcy Dennett, The Champions is an inspirational story about the pit bulls rescued from the brutal fighting ring of former Atlanta Falcon’s star quarterback Michael Vick, and those who risked it all to save them.. It is a story of second-chances, redemption and hope. This uplifting documentary takes us on a journey about much more than just dogs—about prejudice, being misunderstood, the power of resilience, and the significance of the relationship we as humans have with animals. Featuring the work of Best Friends Animal Society