Curriculum - Business Law Certificate

Business Principles in Law introduces students to the basic principles and practices of contemporary business so that they can be more effective professionals when advising business clients and/or better leverage their internal and external legal resources. The course will focus on fundamental business concepts, including, an introduction to accounting, business strategy, management, sales and marketing, finance and risk. Additionally, the course will cover the challenges business leaders face in the contemporary economic, political, and social environment. Course sessions will include lectures, guest speakers, and analysis and discussion of real world situations and case studies.

*prerequisite for Mergers and Acquisitions and Securities Regulation 

Business Organizations examines the legal organizations most often used by businesses in the United States, and discusses the specific laws governing business organizations, the policies and theories underlying these laws, and best practices for complying with them. The primary focus is on corporations as these are the predominant form of business organization by every measure except number of firms. The course also covers unincorporated entities, such as partnerships and limited liability companies. After taking this course, students will have a solid foundation in the law of business organizations, a general understanding of the business contexts in which the law operates, and an appreciation for the practical issues transactional lawyers confront when advising business organizations. The subject matter will be taught using a "problem method" in order to promote a practical understanding of business organizational law.

In this course, students will examine the strategies, objectives, and challenges that will affect how they draft contracts. They will consider the lawyer’s role in drafting contracts and the factors that influence drafting style, technique, and content. The course will begin by analyzing the standard structure and terms of a typical contract, including the purposes behind them. Students will learn to draft precisely. Students then will dissect and examine a range of contracts used in business relationships (e.g., business formations, employment, real estate transactions, mergers/acquisitions) to evaluate drafting techniques and decisions in specific transactions. Finally, the students will use the knowledge they’ve gained to ink a deal.

This course examines the legal and practical aspects of corporate mergers and acquisitions (M&A). It focuses on the various federal and state laws governing M&A and considers the relevant issues of law from the perspectives of all affected stakeholders: the target company, the acquiring company, shareholders, officers, board of directors, employees and others. The goal is to provide you with an appreciation for transactional issues transactional related to M&A transactions. The subject matter will be taught using a "problem method" to teach practical transactional skills.

This course is designed to: (1) develop your understanding of negotiation, and your awareness of yourself as a negotiator; (2) give you some tools and concepts for preparing for and analyzing negotiations; (3) enhance your negotiating skills through frequent role plays, reflection and feedback; and (4) teach you how to keep learning from your own negotiating experience.

Securities Regulations examines the regulation of the offer and sale of securities under the Securities Act of 1933 and the reporting requirements under the Securities Exchange Act of 1934. Topics to be covered include: the definition of a “security”; the registration of securities for public sale under the Securities Act; the exemptions from such registration requirement; the periodic reporting requirements under the Exchange Act; regulation of secondary market transactions; the anti-fraud provisions of the Securities Act and the Exchange Act, including Rule 10b-5; civil liability under the Securities Act; and the operation of the U.S. Securities and Exchange Commission.

The aim of this course is to provide a basic working knowledge of the federal securities laws to students intending to pursue a career in corporate finance or securities litigation, whether in a law firm, securities firm or regulatory agency. It also will be of interest to those interested in the development of the modern regulatory state, as exemplified by the continuing evolution of the rules and regulations of the Securities and Exchange Commission.