Corporations

Corporations

Professor Holger Spamann
Winter 2020 course
M, T, W, Th, F 9:00am - 12:15pm in Austin Hall Room 111 - West
3 classroom credits

Prerequisites: There is no formal prerequisite for the course. Students without a basic familiarity – not necessarily expertise - with rudimentary accounting and finance concepts, including the time value of money, expected value, diversification, and the overall content and purpose of basic financial accounting statements, are encouraged to take Analytical Methods for Lawyers, or equivalent courses, whether at HLS, elsewhere at HU, or online, preferably before the semester you are enrolled in Corporations.

Exam: In Class
In addition to the final exam, there will be 4-6 pass/fail quizzes in the first six days of the course.

This is the intensive, condensed version of the Corporations course. Students should be prepared to engage fully and should not take on other work commitments during the term.

Except for the condensed schedule, the course will be the same as the usual fall or spring version. It will survey the legal rules governing corporations with an emphasis on the protection of shareholders in large public corporations 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: TBA

Note: For upper-level JD students, this course will be included in the Multi-Section round of registration.

Subject Areas: Business Organization, Commercial Law, and Finance, Regulatory Law