Exam: In Class. In addition to the final exam, there will be several quizzes throughout the semester.
This course surveys the legal rules governing corporations with an emphasis on the protection of shareholders against management and controlling shareholders. Topics include asset partitioning, governance (shareholder voting, fiduciary duties, derivative suits, executive compensation), M&A, securities trading, corporate finance, protections of creditors and other constituencies, and choice of law. One quarter of the course will be based on problems drawn from transactional settings. The course emphasizes financial and strategic considerations throughout.
Materials: https://h2o.law.harvard.edu/playlists/1923 and transactional problems distributed in class.