Corporate Law Case Briefs

Corporate law (often taught as Business Organizations or Business Associations) examines the formation, governance, and obligations of corporations and other business entities. Students study fiduciary duties, the business judgment rule, shareholder rights, mergers and acquisitions, and corporate governance.

The cases below include landmark decisions like Smith v. Van Gorkom (duty of care), Revlon v. MacAndrews & Forbes (duty to maximize shareholder value in sale), and Weinberger v. UOP (entire fairness standard). You will also find classic cases on piercing the corporate veil, derivative suits, and the duty of loyalty.

Each brief follows standard law-school format to help you prepare for cold calls, build course outlines, or review before exams.

American Home Products Corp. v. McKesson Corp.
Aronson v. Lewis
Auerbach v. Bennett
Baker v. Ksear
Bakwin v. Kahn
Blackrock v. Houghton
Blasius Industries v. Atlas Corp.
Buchanan v. New Jersey Transit Corporation
Business Roundtable v. SEC
Carey v. Carey
Case on Fiduciary Duties of Corporate Directors
Cede & Co. v. J. M. B. Realty Corp.
Cede & Co. v. J.M.B. Realty Corp.
Chandler v. Tatum
Cinerama, Inc. v. Technicolor, Inc.
City of Birmingham v. General Motors Corp.
Coggins v. New England Patriots Football Club, Inc.
Continental Insurance Co. v. C. A. G. Corporation
Conway v. George Washington University
Corporate Takeover Defense
Cox v. E.I. du Pont de Nemours & Co.
Curtis v. HBA
Delaware Code Title 8, Section 102
DeWitt Truck Brokers, Inc. v. W. Ray Flemming Fruit Co.
Donahue v. Rodd Electrotype Co. of New England, Inc.
Ernst & Young v. Pritchett
Ferguson v. United States
First National Bank of Boston v. Bellotti
Fisher v. Becton Dickinson and Co.
Fletcher v. Atex, Inc.
Frank v. Eli Lilly & Co.
Frank v. Elstner
Friedman v. Am. International Group, Inc.
Gantler v. Stephens
Garner v. Wolfinbarger
Gordon v. Pennsylvania Railroad Co.
Guth v. Loft
Guth v. Loft, Inc.
Harris Trust and Savings Bank v. Salton, Inc.
In re AIG Securities Litigation
In re Allergan, Inc. Securities Litigation
In re Aloha Airlines, Inc. Derivative Litigation
In re Am. Airlines, Inc. Shareholder Litigation
In re Ambac Financial Group, Inc. Securities Litigation
In re American International Group, Inc. Securities Litigation
In re Ameriquest Mortgage Co. Securities Litigation
In re AOL Time Warner Inc. Securities and ERISA Litigation
In re AOL Time Warner Inc. Securities Litigation
In re Aon Corp. Derivative Litigation
In re Beazer Homes USA, Inc. Securities Litigation
In re Benihana of Tokyo, LLC
In re BioScrip, Inc. Securities Litigation
In re Caremark International Inc. Derivative Litigation
In re Caremark International Inc. Derivative Litigation
In re Caremark International Inc. Derivative Litigation
In re Carnival Corp. Shareholder Derivative Litigation
In re Carnival Corporation Shareholder Derivative Litigation
In re Cendant Corporation Securities Litigation
In re Cester Ventures, Inc.
In re Citigroup Inc. Shareholder Derivative Litigation
In re Citigroup VRP Litigation
In re Cox Communications, Inc. Shareholder Litigation
In re Credit Suisse Securities Litigation
In re Delphi Corporation Securities Litigation
In re Disney Shareholder Derivative Litigation
In re Ditech Holding Corp. Securities Litigation
In re Dole Food Co. Stockholder Litigation
In re Dow Chemical Co. Derivative Litigation
In re E. I. du Pont de Nemours & Co. Derivative Litigation
In re El Paso Corporation Shareholder Litigation
In re EMC Corporation Shareholder Litigation
In re Enron Corp. Securities, Derivative & ERISA Litigation
In re Estate of Fidler
In re Estate of Rothko (Matter of Rothko)
In re Facebook, Inc. IPO Securities and Derivative Litigation
In re Facebook, Inc. IPO Securities Litigation
In re First American Corporation Securities Derivative Litigation
In re Genentech, Inc. Securities Litigation
In re General Electric Company Securities Litigation
In re General Motors Company Securities Litigation
In re Google Inc. Class C Shareholder Litigation
In re Great Atlantic & Pacific Tea Company, Inc. Shareholder Litigation
In re H&Q Equity Fund
In re HealthSouth Corp. Securities Litigation
In re International Business Machines Corp. Shareholder Litigation
In re J.P. Morgan Chase & Co. Shareholder Litigation
In re Kensington International Limited
In re Kmart Corporation Shareholder Derivative Litigation
In re Lehman Brothers Holdings Inc. Securities and ERISA Litigation
In re McKesson HBOC, Inc. Derivative Litigation
In re Merck & Co., Inc. Securities Litigation
In re Microsoft Corp. Antitrust Litigation
In re Mylan N.V. Shareholder Litigation
In re New Century Equity Holdings Corp. Securities Litigation
In re Nomura Asset Acceptance Corp. Securities Litigation
In re NVIDIA Corp. Securities Litigation
In re Oracle Corp. Derivative Litigation
In re PNB Holding Co. Shareholder Litigation
In re Polycom, Inc. Shareholder Litigation
In re Sagent Technology, Inc. Derivative Litigation
In re Scripps Networks Interactive, Inc. Shareholder Litigation
In re Sealed Air Corp. Shareholder Litigation
In re Shanghai Industrial Holdings Ltd. Derivative Litigation
In re State Street Bank & Trust Co. Shareholder Litigation
In re Take-Two Interactive Software, Inc. Securities Litigation
In re Taser International, Inc. Shareholder Litigation
In re Tesla Motors Stockholder Litigation
In re Tesla, Inc. Shareholder Litigation
In re The Home Depot, Inc. Derivative Litigation
In re The Shaw Group Inc. Shareholder Litigation
In re The Walt Disney Co. Derivative Litigation
In re TPG, Inc. Derivative Litigation
In re Trados Inc. Shareholder Litigation
In re Tyco International Ltd. Securities Litigation
In re Unisys Corporation Shareholders Litigation
In re Valeant Pharmaceuticals International, Inc. Securities Litigation
In re Veeco Instruments Inc. Securities Litigation
In re W.R. Grace & Co.
In re Walt Disney Co. Derivative Litigation
In re Wayne Feeder Sales Company, Inc.
In re Williams Companies, Inc. Shareholder Litigation
In re XPO Logistics, Inc. Shareholder Litigation
In re Zojirushi America Corporation Shareholder Litigation
In re: 1031 Tax Group, LLC
In re: Ditech Holding Corp.
In re: Enron Corp.
In re: First Financial Equities Corp.
In re: Gavin
In re: Keene
In re: Kline
Johns v. McCoy
Kahn v. Lynch Communications Systems, Inc.
Kamin v. American Express Co.
Kane v. Johns-Manville Corp.
Katz v. Chevron Corp.
Lindner v. Willer
Mack v. E. I. du Pont de Nemours and Co.
Marx v. Akers
Meinhard v. Salmon
Miller v. American Express Co.
Moran v. Household International, Inc.
Moran v. Household International, Inc.
National Railroad Passenger Corporation v. Morgan
New Jersey v. Atlantic City Electric Company
Northeast Harbor Golf Club, Inc. v. Harris
Oberly v. Kirby
Oppenheimer v. City of New York
Oregon v. Microsoft Corporation
Pain v. United States
Paramount Communications Inc. v. QVC Network Inc.
Paramount Communications v. Time, Inc.
Paramount Communications, Inc. v. Time Inc.
Perez v. Kirk & Carrigan
Reading v. Regem (also reported as Reading v. Attorney-General)
Reed v. Sweeney
Revlon, Inc. v. MacAndrews & Forbes Holdings, Inc.
Revlon, Inc. v. MacAndrews & Forbes Holdings, Inc.
RSM Production Corp v. Fridman
Sacks v. United States
Salomon v. Salomon & Co. Ltd.
Sarbanes-Oxley Act of 2002
Schnorr v. United States
SEC v. Cohn
SEC v. Crown Corporation
SEC v. First Am. Trust Co.
SEC v. KPMG LLP
SEC v. Marcus
SEC v. McDonald
SEC v. McGowan
SEC v. Richards
SEC v. Treadway
SEC v. Zandford
Securities and Exchange Commission v. Texas Gulf Sulphur Co.
Seinfeld v. Buehler
Shlensky v. Wrigley
Sinclair Oil Corp. v. Levien
Sinclair Oil Corp. v. Levien
Sorrentino v. Houston
Southern Gulf Marine v. Camcraft
State of Washington v. Microsoft Corp.
Steinberg v. Chicago Transit Authority
Tatum v. National Railroad Passenger Corporation
Taylor v. RBS Greenwich Capital
Teamsters Local 445 Freight Division Pension Fund v. Dynex Capital Inc.
Trizec Properties, Inc. v. The City of New York
Trustee of Illinois v. Shaw
U.S. v. Guardian Life Insurance Co.
U.S. v. Shapiro
United States v. Antitrust Division
United States v. Archer-Daniels-Midland Co.
United States v. Barlow
United States v. Johnson & Johnson
United States v. Newmont Mining Corp.
United States v. Philip Morris USA Inc.
United States v. Stewart
United States v. United States Gypsum Co.
United States v. Wall Street Regulators
United States v. Weiss
Unocal v. Mesa Petroleum
Walkovszky v. Carlton
Weinberger v. UOP, Inc.
Weinberger v. UOP, Inc.
Wiggins v. Cummings
Wilkes v. Springside Nursing Home, Inc.
Woolworth Corp. v. Loper
Zahn v. Transamerica Corp.
Zapata Corp. v. Maldonado

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