Principles of Corporate Governance: Analysis and Recommendations

Compiled by the American Law Institute (ALI), this treatise examines duties and responsibilities of directors and officers of business corporations. It consists of introductory notes, rules of law in the ALI & 146;s standard black-letter format, corporate practice recommendations in a special gray-letter format, and comments, all of which express ALI views. It also includes Reporter & 146;s Notes, which reflect the views of the Reporters and describe sources they considered relevant. Selected topics include objective, conduct, and structure of the business corporation; the duty of care and fair dealing; role of directors and shareholders in transactions in control and tender offers; and remedies.