Curriculum Guide · Courses
Venture Capital, Private Equity, and Entrepreneurial Transactions
Professor Alan Kaden
LL.M Course 401 (cross-listed) | 2 credit hours
This course covers the tax and legal principles applicable to a series of interesting, complex, current entrepreneurial transactions, including new business start ups, growth-equity investments in existing business enterprises, leveraged buyouts of private and public companies (including going-private transactions), restructuring existing enterprises to provide better incentives to key executives, devising equity-based executive compensation programs, utilizing NOLs in venture capital and LBO deals, restructuring or workout (in or out of bankruptcy) for the troubled over-leveraged enterprise, and forming new venture capital and LBO funds. Substantive subjects include federal income tax, corporate law, partnership and limited liability company law, SEC law, bankruptcy law, fraudulent conveyance law, and other legal doctrines and accounting rules relevant to entrepreneurial "deals." The course approaches these tax, legal and accounting principles in a transactional context and also considers their policy underpinnings and likely future evolution.
Prerequisite: Corporations; Taxation I; Taxation II. Recommended: Bankruptcy and Creditors` Rights; Securities Regulation.
Students may not receive credit for both this course and Emerging Growth Companies and Their Venture Capital Financing Seminar: Principles and Practice.