In this Article, Professor Eisenberg examines how and why standards of conduct and standards of review diverge in corporate law. Professor Eisenberg analyzes the relevant standards of conduct and review that apply in a number of corporate law contexts. He discusses the reasoning and policies underlying these diverging standards. Professor Eisenberg explains the basis of most existing standards of conduct and review and suggests modifications of several others.
Melvin Aron Eisenberg,
The Divergence of Standards of Conduct and Standards of Review in Corporate Law,
62 Fordham L. Rev. 437
Available at: http://ir.lawnet.fordham.edu/flr/vol62/iss3/1