This seminar will examine selected topics of current academic and practical interest for corporations and other legal entities. Potential topics include: the rights on non-shareholder constituencies (e.g. workers, consumers, communities); mergers, hostile takeovers, and defensive mechanisms; the rise of LLCs, and the simultaneous death of traditional partnerships; the extent of federal regulation of business entities; corporate law in other countries; the relationship between corporate finance and corporate governance; the contours of managers’ and directors’ duties to shareholders; and the functions of voice (voting) and exit (selling) in corporate law.
Although we will draw on economics frequently, I will presume no background and will teach the basic economic insights before applying them. Grades will depend on class participation and written work product. Students will have the option of either writing a paper that satisfies the Writing Requirement or writing a series of shorter papers. Class participation will include presentations of the student’s written work as well as presentations of articles from the literature. Prerequisite: Law 303 Corporations or Law 320 Business Associations.
Optionally satisfies the writing requirement. |
