Curriculum Guide · Courses

Professor David Laro

J.D. Seminar 058 (cross-listed) | 4 credit hours

This seminar integrates issues of corporate, securities and tax law using a problem approach in the context of business planning and counseling. Several problem situations involving common business transactions are examined extensively. Some of the problems considered may include: (i) incorporating a sole proprietorship or professional practice; (ii) analyzing financial statements; (iii) raising private capital for a new business venture; (iv) planning for an initial public offering of securities; and (v) planning corporate turnarounds. Students learn and utilize negotiation skills involved in the purchase/sale of a business venture. From time to time, students are required to submit memoranda on certain aspects of the problems under consideration. On occasion, students will work together in small groups, and at other times may be responsible for individual work. Students will be expected to perform work similar to attorneys in private practice. The written work is in lieu of an examination. The materials in each section vary somewhat.

Prerequisite: Corporations; Taxation I; Taxation II. Strongly Recommended: Securities Regulation. Students who wish to take this seminar should make every effort to fulfill the prerequisites in their second year.

Students may not receive credit for this seminar and Corporate Transactions: Negotiating the Deal and Drafting the Documents or International Business Planning Workshop.

The first meeting of this class will not be on Thursday, September 5, because of the Rosh Hashanah holiday. Students are strongly encouraged to attend the first class make-up session scheduled for Wednesday, September 4, 3:30 p.m.- 5:30 p.m. The room assignment will be announced in September.