一、單詞與用語 (英美法解釋面向)
(一) pp.75-77
1. i.e. = id est = 也就是說
公告版位
- Nov 05 Tue 2013 13:00
英美契約法 (三上)
- Nov 04 Mon 2013 18:07
綠鞋子
綠鞋期權 (greenshoe option)
即超額配股權,容許承銷商在市場需求強勁時,額外配售一定數量的股份,如原來招股規模的15%。 因首家給予承銷商這種權利的公司稱 Green Shoe Company而得名。
- Nov 04 Mon 2013 15:16
Williams Act
The Williams Act (USA) refers to 1968 amendments to the Securities Exchange Act of 1934 enacted in 1968 regarding tender offers. The legislation was proposed by Senator Harrison A. Williams of New Jersey.
The Williams Act amended the Securities and Exchange Act of 1934 (15 U.S.C.A. § 78a et seq.) to require mandatory disclosure of information regarding cash tender offers (公開收購制度). When an individual, group, or corporation seeks to acquire control of another corporation, it may make a tender offer. A tender offer is a proposal to buy shares of stock from the stockholders for cash or some type of corporate security of the acquiring company. Since the mid-1960s, cash tender offers for corporate takeovers have become favored over the traditional alternative, the proxy campaign. A proxy campaign is an attempt to obtain the votes of enough shareholders to gain control of the corporation's board of directors.
Because of abuses with cash tender offers, Congress passed the Williams Act in 1968, whose purpose is to require full and fair disclosure for the benefit of stockholders, while at the same time providing the offeror and management equal opportunity to fairly present their cases.
- Nov 04 Mon 2013 13:53
美國整編契約法 (第二版) (5)
Chapter 14 Contract Beneficiaries
§ 302. Intended And Incidental Beneficiaries
(1) Unless otherwise agreed between promisor and promisee, a
- Nov 04 Mon 2013 13:51
美國整編契約法 (第二版) (4)
Chapter 10 Performance And Non-Performance
Topic 1. Performances To Be Exchanged Under An
Exchange Of Promises