Prerequisite: None required; preferred that students have already completed Corporations or at a minimum are taking contemporaneously with this course.

Exam: Last Class Take-home

This class will introduce private investment funds — namely hedge and private equity funds and related investment vehicles — partly from the practitioner’s perspective, and discuss the foundational issues of corporate, securities, regulatory, and tax law that they raise. About two thirds of the class will examine the main structural issues relating to such funds’ organization, investments, internal operations, and relationships with investors. A particular focus will be the impact of regulations on structure, and the considerations and policy concerns of institutional investors. The remaining third of the class will survey issues raised by the interesction of funds with markets and the economy, in particular their relationship to the financial services industry and to the real economy. Here the focus will be on externalities — positive and negative.

Through reading materilas, course discussions, and guests from practice, students will gain insight into the perspective of fund managers, advisors to these managers and their funds, investors in such funds, those who transact with such funds, and those who regulate the fund industry. One theme that will emerge is that fund strategies are at the center of many of the most pressing current issues in corporate and financial law. Funds drive industry transformations and undergird market efficiency but also continually attempt to exploit loopholes in the current regulatory and tax regime. They thereby expose the fault lines of the current regulatory and tax structure, which the course will reexamine. Most sessions will feature guests with industry or regulatory expertise.

Note: This course will meet for the first six weeks of the term.