Federal Courts. Rules of Decision. State Law Requiring Minority Stockholder to Make Demand on Other Shareholders before Instituting a Derivative Suit Applies to a Derivative Claim Based on a Federal Statute

1964 ◽  
Vol 50 (2) ◽  
pp. 365
Keyword(s):  
Federal Courts ◽  
State Law ◽  
Federal Statute ◽  
Decision State ◽  
Minority Stockholder

Unresolved Business: Federal Corporate Governance Enhancements

2018 ◽  
Author(s):  
Marc I. Steinberg
Keyword(s):  
Corporate Governance ◽  
Insider Trading ◽  
Securities And Exchange Commission ◽  
Federal Courts ◽  
Professional Conduct ◽  
State Law ◽  
Federal Law ◽  
Tender Offers ◽  
Federal Level ◽  
Federal Statute

This chapter analyzes and recommends federal corporate governance enhancements that should be implemented. These enhancements, which should be adopted in a measured and directed manner, are necessary to remediate certain deficiencies that currently exist. Consistent therewith, this chapter focuses on several important matters that merit attention, including the undue deference by federal courts to state law, the appropriate application of federal law to tactics undertaken in tender offers, the need for a federal statute encompassing insider trading, and the propriety of more vigorous oversight by the Securities and Exchange Commission (such as with respect to the “current” disclosure regime, the SEC’s Standards of Professional Conduct for Attorneys, and the Commission’s neglecting at times to invoke its statutory resources). Thus, the analysis set forth in this chapter identifies significant deficiencies that currently exist and recommends measures that should be implemented on the federal level to enhance corporate governance standards.

Some Recent French Decisions on the Relationship Between Treaties and Municipal Law

1955 ◽  
Vol 49 (3) ◽  
pp. 347-355 ◽  
Author(s):  
Louis C. Bial
Keyword(s):  
State Law ◽  
Constitutional Amendments ◽  
Municipal Law ◽  
Federal Statute ◽  
The Relationship

The relationship between treaties and municipal law has been widely discussed in this country in recent years. The discussion, however, has been limited to the problems raised by the proposed Constitutional amendments. Thus, the possibility of a conflict between the Constitution and a treaty, or between a treaty and State law, has been debated, while the possibility of a conflict between a treaty and a Federal statute has been hardly ever mentioned.

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