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Michigan Corporation Law & Practice is the authoritative research tool covering all aspects of Michigan corporate law and practice. It provides clear, reliable guidance to the laws, legislative history, and major case holdings. This complete guide provides a thorough background to the Michigan Business Corporation Act, including discussion of the process by which the corporate entity is created, governed, and ultimately terminated. The text also discusses the closely related Michigan Limited Liability Company Act. The 2021 revision of Michigan Corporation Law & Practice edits and updates the previous edition. Many sections are reorganized for clarity and accessibility. The text includes expanded coverage of limited liability companies. The revised edition reflects: Court decisions applying Michigan law to corporations and limited liability companies relating to: Shareholder oppression. Fiduciary duty. Derivative actions. Director duties. Interested director transactions. Valuation. Delaware developments relevant to Michigan law: Permitted charter and bylaw provisions. Fiduciary duties of directors. Fiduciary duties of limited liability company managers. Inspection of books and records. Appraisal rights. Internal affairs doctrine. Note: Online subscriptions are for three-month periods.
The Office of the Comptroller of the Currency (OCC) charters, regulates, and supervises all national banks and federal savings associations (collectively, banks), as well as federal branches and agencies of foreign banks. In regulating banks, the OCC has the power to:* examine the banks.* approve or deny applications for new charters, branches, capital, or otherchanges in corporate or banking structure.* take supervisory actions against banks that do not comply with lawsand regulations or that otherwise engage in unsafe or unsound practices.The OCC also can remove officers and directors, negotiate agreementsto change banking practices, and issue cease-and-desist (C&D) orders aswell as civil money penalties (CMP).* issue rules and regulations, legal interpretations, and corporate decisionsgoverning investments, lending, and other activities.Boards of directors play critical roles in the successful operation of banks. The OCC recognizes the challenges facing bank directors. The Director's Book: Role of Directors for National Banks and Federal Savings Associations helps directors fulfill their responsibilities in a prudent manner. This book provides an overview of the OCC, outlines directors' responsibilities as well as management's role, explains basic concepts and standards for safe and sound operation of banks, and delineates laws and regulations that apply to banks. To better understand a particular bank activity and its associated risks, directors should refer to the Comptroller's Handbook booklets, including the "Corporate and Risk Governance" booklet. For information generally found in board reports, including "red flags"--ratios or trends that may signal existing or potential problems--directors should refer to Detecting Red Flags in Board Reports: A Guide for Directors..
Good decisions begin with good information. A bank's board of directors needs concise, accurate, and timely reports to help it perform its fiduciary responsibilities. This booklet describes information generally found in board reports, and it highlights “red flags”—ratios or trends that may signal existing or potential problems. An effective board is alert for the appearance of red flags that give rise to further inquiry. By making further inquiry, the directors can determine if a substantial problem exists or may be forming.
Shareholder Activism Handbook is the single most comprehensive guide on all matters relating to enforcing shareholders' rights. As shareholder activism becomes a more integral part of investing, the law continues to respond accordingly. Legislators