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Real Law Society

A School of the Academy

School of Business Organizations

Department of Corporate & Entity Law

Corporations, partnerships, LLCs, and governance.

§ 0·a

The Record

Publications
3
Treatises
1
Articles
5
Authorities
47
Library Divisions
3

§ I

Introduction

Scope of Study

Business Organizations

An entity is a creature of statute. The School studies formation, governance, fiduciary duties, and dissolution under the act of organization.

§ I·b·2

Subject Navigation

The subject architecture of this School.

Each group below is generated from the Society's own taxonomy — the Parts of the School's treatises, its editorial categories, and its Library divisions.

Library Divisions

§ II

Philosophy of the School

On how this School reads.

An entity exists because a statute says it does. The School begins with the act of organization, reads it against the organic documents, and treats the case law of fiduciary duty as a record of how courts have policed the bargain between the venturers and the entity.

§ III

What Students Will Study

The commitments of the School.

A School commits to a set of questions and to a method of reading them. The following are the working commitments of this department.

  1. 01

    The selection of an entity form and a jurisdiction of organization

  2. 02

    The act of organization and the organic documents that follow

  3. 03

    The fiduciary duties owed by managers, directors, and officers

  4. 04

    The rights and remedies of members, shareholders, and partners

  5. 05

    The procedures by which an entity is wound up and dissolved

§ IV

Reading and Study Framework

The departmental reading and study framework.

A departmental framework for reading the field, arranged in six tiers by depth of inquiry. It is a reference for study within the School, not the syllabus of an active course, and it carries no enrollment, assignments, or record of completion. Foundations are read before advanced work presumes them.

Foundations

  1. 01

    Partnerships, LLCs, and corporations compared

  2. 02

    Charter, bylaws, and the operating agreement

  3. 03

    Capital contributions and the allocation of authority

Intermediate Study

  1. 01

    The duty of care and the business judgment rule

  2. 02

    The duty of loyalty and the cleansing devices

  3. 03

    Derivative actions and demand requirements

Advanced Study

  1. 01

    Controlling-shareholder transactions and entire fairness

  2. 02

    Mergers, appraisal, and the freeze-out

  3. 03

    Dissolution, winding up, and the survival of claims

Research & Method

  1. 01

    Reading the Delaware General Corporation Law against state alternatives

  2. 02

    Locating Chancery opinions on a fiduciary question

  3. 03

    Tracing an LLC default rule to the operating agreement that waives it

Reference Materials

  1. 01

    Model Business Corporation Act

  2. 02

    Revised Uniform Limited Liability Company Act

  3. 03

    Delaware General Corporation Law

Suggested Reading

  1. 01

    Allen & Kraakman, Commentaries and Cases on the Law of Business Organization

  2. 02

    Bainbridge, Corporate Law

§ IV·b

Learning Path

A working sequence for the School.

A staged reading order — from institutional introduction through primary authority to advanced research.

  1. 01

    Introduction

    An entity is a creature of statute. The School studies formation, governance, fiduciary duties, and dissolution under the act of organization.

  2. 02

    Core Treatise

    The Architecture of Civil Procedure

    Open the treatise →
  3. 03

    Working Articles

    Editorial articles for this School.

  4. 04

    Primary Authorities

    Featured entries from the Legal Corpus.

  5. 05

    Related Schools

    Departments that read alongside this one.

§ V

Learning Outcomes

The capacities a member should leave with.

Outcomes are stated as capacities, not credentials. They describe what a member should be able to do after sustained reading.

  1. 01

    Choose an entity form and a jurisdiction with a documented rationale

  2. 02

    Read an organic document against the default rules of the governing act

  3. 03

    Frame a fiduciary claim with attention to the standard of review

§ VI

Primary Authorities

The texts the School takes seriously.

Authorities are listed by category. Entries marked in preparation are catalogued and reviewed before they enter the working record.

Statutes

3 entries

  • Authority

    Delaware General Corporation Law (Title 8, Del. Code)

  • Authority

    Model Business Corporation Act

  • Authority

    Revised Uniform Limited Liability Company Act

Judicial Opinions

2 entries

  • Authority

    Reports of the Delaware Court of Chancery

  • Authority

    Reports of the Delaware Supreme Court

Treatises & Restatements

1 entry

  • Authority

    Allen & Kraakman, Commentaries and Cases on the Law of Business Organization

§ VII

Featured Publications

From the press of the institution.

The following volumes are drawn from, or supply, the work of this School. Each is reviewed by faculty before publication.

The Society Press

All publications →

§ VII·b

From the Press

Articles associated with this School.

Editorial articles tagged to the subjects of this School, drawn from the Real Law Society Press.

§ VII·f

Legal Corpus

Authorities catalogued for this School.

Entries drawn from the Real Law Society Legal Corpus that supply the primary reading of this School.

  • statute

    Magna Carta

  • statute

    De Donis Conditionalibus

  • statute

    Quia Emptores

  • statute

    Statute of Uses

  • statute

    Statute of Enrolments

  • statute

    Statute of Wills

  • statute

    Statute of Frauds

  • case

    Pennsylvania Coal Co. v. Mahon

  • case

    Village of Euclid v. Ambler Realty Co.

  • case

    Shelley v. Kraemer

  • case

    Penn Central Transportation Co. v. New York City

  • case

    Lucas v. South Carolina Coastal Council

§ VIII

Research in the Library

Where this School reads.

The divisions below carry the primary materials this School draws on. The catalogue opens in stages as the index is reviewed.

  • Library Division

    Statutes

    Codified federal and state statutory law, organized by title and chapter.

  • Library Division

    Judicial Opinions

    Selected opinions of the federal and state courts of record.

  • Library Division

    Treatises

    Restatements, hornbooks, and reference works of accepted authority.

Catalogue · XI Divisions

Enter the Research Library →

§ IX

Related Schools

Departments that read alongside this one.

Doctrine does not respect departmental boundaries. The following Schools take up adjacent questions.

§ X

Timeline

Recent activity of this School.

The institutional record — publications, articles, primary authorities, and journal notices — in date order.

  1. 2026

    Press · Article

    Co-Trustees at Commencement
  2. 2026

    Press · Article

    Canonical Treatise Architecture Adopted
  3. 2026

    Press · Article

    Governance Framework v1.0 Adopted
  4. 2026

    Press · Article

    Governance Operationalization Completed
  5. 2026

    Press · Article

    Corpus Updates Integration Framework v1.0 Adopted
  6. 2026

    Treatise

    The Architecture of Civil Procedure

  7. 2026

    Practice Manual

    Consumer Credit Authority

  8. 2025

    Educational Guide

    An Introduction to Legal Research

§ XI

Continue Research

Next reading for this School.

A short standing recommendation drawn across the institutional record.

Publication

The Architecture of Civil Procedure

Authority

Pennsylvania Coal Co. v. Mahon

§ XI

Browse This Subject

Where to continue in the institution.

Each gateway opens the family surface in which this School's records are catalogued.

Society Membership

Membership in the Real Law Society.

Membership is in the Society, not in a single School. Members may read every School, including Business Organizations, together with the Library and the Press. A School is a subject-area home and is not itself enrollable or completable. Certificate programs are entered separately within the Academy, and enrollment requires an active Society Membership; the Certificate in Legal Research and the Certificate in Estate Administration are open now, and the remaining programs are announced as each one opens. Founding Membership is a separate, optional designation reviewed by the Office of Administration.

View MembershipReturn to the Academy →
The Real Law Society · Est. MMXXVRead Law. Not Lore.™Vol. I — Folio I