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TENTATIVE DRAFT 10 [i] (April 16, 1990)

handle is hein.ali/alicgv0067 and id is 1 raw text is: PLEASE BRING THIS DRAFT TO THE ANNUAL MEETING As of the date of publication, this Draft has not been considered by the members of The American Law Institute and does not represent the position of the Institute on any of the issues with which it deals. The action, if any, taken by the members with respect to this Draft may be ascertained by consulting the Annual Proceedings of the Institute, which are published following each Annual Meeting. The American Law Institute PRINCIPLES OF CORPORATE GOVERNANCE: ANALYSIS AND RECOMMENDATIONS Tentative Draft No. 10 (April 16, 1990) SUBJECTS COVERED: Part I. Definitions Part V. Duty of Fair Dealing Chapter 4. Transfer of Control Part VI. Role of Directors and Shareholders in Transactions in Control and Tender Offers Part VII. Remedies Chapter 1. The Derivative Action (§7.18) Chapter 2. Indemnification and Insurance Chapter 3. The Appraisal Remedy Submitted by the Council to the Members of The American Law Institute for Discussion at the Sixty-Seventh Annual Meeting on May 15, 16, 17, and 18, 1990 Thd Ek cutive Offic; TIlE AMEIUCAN LAW INSTITUTE 4025 Chestnut Street Philadelphia, Pa. 19104