Guides: Corporate Law Research Guide: Secondary Sources

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Where to Start

When you are starting your research, we recommend consulting secondary sources. The work of other scholars will help you familiarize yourself with the major principles, terms of art and issues in the discipline. This page offers a selective list of study guides, treatices, scholarly articles and professional analysis to help you perform a preemption check and determine what applies to your project.

To find further resources in our collection, try browsing the following subject headings in the Library catalog:

Introductory Resources and Study Aids

Agency, Partnership, and the LLC in a Nutshell (7th ed. 2020) by J. Dennis Hynes & Mark Loewenstein
A basic overview of the major topics associated with agency and partnership law is provided in this nutshell. It touches on the agency relationship, internal versus external matters and the law of unincorporated business enterprises. The Appendices include the Uniform Partnership Acts of 1914 and 1997, as well as the Uniform Limited Liability Company Act.
Business Associations in a Nutshell (2d ed. 2010) by Joseph Shade
This nutshell is written for students taking an introductory corporate law course (business associations, business organizations, etc.). Chapters focus on the formation, governance, dissolution, and financing of corporations, as well as other topics. Includes an index and a table of cases.
Corporations (6th ed. 2012) by Alan R. Palmiter
This study guide covers all aspects of corporations from formation to shareholder voting rights to liquidity rights to fundamental corporate changes.
The Law of Corporations in a Nutshell (7th ed. 2016) by Richard Freer
This is one of the lengthiest nutshells in print, indicating how complicated the law of corporations can be. Written as a study guide, this treatise touches on modern business forms, preincorporation transactions, shares and shareholders, and closely held, as well as publicly held corporations. An extensive glossary is included.
Understanding Corporate Law (6th ed. 2023) by Arthur Pinto & Douglas Branson
Part of the Matthew Bender "Understanding" series, this title covers the basic material taught in standard courses in corporations and business associations. In fourteen chapters, the authors cover broad subject areas such as corporate formation, fiduciary duty, piercing the corporate veil, and mergers and acquisitions. Includes an index and tables of statutes and cases.

Treatises

Blumberg on Corporate Groups (2nd. ed. 2005 - )
This treatise provides multi-volume treatment of corporate groups and the legal interrelationships of their component parent, subsidiary, and affiliated companies. Many areas of law are covered including health care, bankruptcy, jurisdiction, banking and financial services to name just a few. Print version includes updates through 2016 only.
Cox & Hazen on Corporations (3d ed. 2010 - )
Major treatise on corporations and business law. Provides comprehensive analysis of all areas of corporate law and most significant provisions of the federal securities laws. Print version kept up to date with supplements.
Corporation Law (3d ed. 2021)
Hornbook providing in-depth treatment of corporation law including formation, financial structure, governance, duties of directors and officers, and special problems of closely held corporations, securities fraud and regulation, mergers and acquisitions. Kept up to date by pocket supplements.
Delaware Law of Corporations and Business Organizations (4th ed. 2021 - )
This comprehensive guide covers all the necessary aspects of establishing and operating corporations, as well as other business entities and organizations, in Delaware. Included are full discussions of Delaware court cases and the statutory framework underlying Delaware corporations and business. Print version held in the State Materials collection.
Fletcher Cyclopedia of the Law of Private Corporations.
The classic treatise on corporate law is this authoritative multi-volume resource which provides guidance on all areas. Westlaw version kept current to the latest print update. Historic volumes (1917-2006) available in print, microfiche or online via Hein Online and Gale.
Folk on the Delaware General Corporation Law (7th ed. 2021 - )
Major corporation law treatise covering Delaware corporate law. Treatise is organized by code section and provides annotations to statutes and judicial decisions. Digital version kept up to date to the current edition. Print version updated through 2014 (shelved in the State Materials collection).
Law of Agency and Partnership (3d ed. 2001).
This treatise is a basic West hornbook on the law of agency, covering topics such as ratification, termination of agent's powers, master and servant and duties of agent to principal. The appendices include the Uniform Partnership Act, Uniform Limited Partnership Act and the Revised Uniform Limited Partnership Act. Print version kept up to date by pocket supplements.
Macey on Corporation Law (1998 - )
This treatise examines the Model Business Corporation Act, the Delaware General Corporation Act and the ALI's Principles of Corporate Governance. All statutory text sections are followed by an area of analysis, comment and statutory comparison, as well as selected references and cases. Updated by supplementary pages at least annually.
Restatement of the Law (Third) Agency (2006).
Adopted in 2005 and published in 2006, the third Restatement of Agency includes the American Law Institute's analysis of the black letter law. Numerous case citations are included. Updated with pocket parts and supplementary volumes. Westlaw also keeps archived versions of the First and Second Restatements. Lexis+ provides the Second and Third Restatements. Bloomberg Law offers access to the Third Restatement only.

Academic Journals

The following scholarly and professional journals specialize in the law of corporations and business.

American Business Law Journal Print: (1963 - 2008, now cancelled) K1 .M23 Digital: (Available from 03/01/1965. Most recent 1 year(s) not available) via EBSCO
The Business Lawyer (1946 - ) K2 .U7
Columbia Business Law Review (1986-) K3 .O359
The Delaware Journal of Corporate Law (1976-) K4 .E38
The Journal of Corporation Law (1975/76 - ) K10 .O283

For additional resources, see our Articles for Legal and Non-Legal Research Guide.

Practice Materials

Bloomberg Law: Corporate Practice Center
Contains sections devoted to legal analysis, news, practical guidance, chart builders, and more.
Bloomberg Law: Corporate - Governance Reference Library
Includes materials for compliance, various constituencies (such as boards, shareholders, and officers), and materials to address the various forms of business.
VitalLaw: Securities - Corporation Law & Governance Practice Area
The VitalLaw database by Wolters Kluwer provides Corporate Law comparison charts, major treatises on Delaware Corporation Law, state statutes, and more.
Delaware Corporation Law Update, Attorney's Edition (1996 - )
Detailed analyses of all important decisions, published and unpublished, from the Delaware Court of Chancery, the Delaware Superior Court, the Delaware Supreme Court, and the U.S. District Court for the District of Delaware that involve corporate governance issues.

Corporate Law Research Guide