Business Associations: A Systems Approach, Second Edition

Buy a new version of this textbook and receive access to the Connected eBook with Study Center on Casebook Connect, including lifetime access to the online ebook with highlight, annotation, and search capabilities. Access also includes practice questions, an outline tool, and other helpful resources. Connected eBooks provide what you need most to be successful in your law school classes.

This is the first Business Associations casebook organized by function (decision-making, finance, investor litigation, investment transfer, etc.) instead of by entity type (partnerships, corporations, LLCs, etc.). Functional organization avoids repetition and makes full coverage of corporations, partnerships, LLCs, and limited partnerships possible in a four, or even three, credit course. The systems approach is the basis for several successful casebooks in other fields, most notably LoPucki/Warren/Lawless’s Secured Transactions: A Systems Approach. The approach focuses on the actions of the lawyers, business people, and government administrators who apply law rather than merely on abstract law. The book provides hundreds of realistic, fact-rich problems in legal practice settings. Students apply their new knowledge of law and how the systems work to advise hypothetical clients. The cases are recent, heavily edited, and rarely longer than four pages.

New to the Second Edition:
The second edition is updated throughout with the emphasis on clarity and brevity.

• Four new cases, three of them from 2023
• Decentralized autonomous organizations (DAOs) as unintended partnerships
• Grouping of public company materials to facilitate their omission
• Corporate Transparency Act (2021)
• More tables comparing entity types
• More focus on balance sheets
• New materials on race and gender
• Divisive mergers
• Officer exculpation

Benefits for instructors and students:

• Full coverage of agency, corporations, partnerships, LLCs, limited partnerships, and the role of legal entities in society
• Tables, figures, photos, and one cartoon
• Fundamental documents for Meta Platforms and a hypothetical LLC (BKG Catalina) and operating agreement, which are also integrated into the text and problems
• Glossary
• Cleanly edited, easy-to-read cases
• Recent cases that illustrate modern business practices and reflect current law
• Organization by function, which reduces the repetition required in organization by entity type
• Modular organization, allowing the chapters to be taught in any order
• Fact-rich, realistic problems in practice settings
• An introductory assignment that provides an overview of the course
• Clear and direct examples and explanations, free of jargon and idioms that cause difficulty for students from other cultures. Great for LL.M.s, MJSs, and foreign J.D.s!