Transactional

Entrepreneurs and their companies face different legal risks than larger and more established companies. Emerging companies often have little leverage in the marketplace, requiring novel business and legal approaches to differentiate themselves from competitors. However, entrepreneurs also compete for the capital of VCs and other investors, whose focus on financial returns makes them more risk-averse than the entrepreneurs in whom they invest. Finally, many entrepreneurial enterprises begin as small as the proverbial mustard seed but often have correspondingly small legal budgets, creating issues in instances where assuring legal compliance will require significant resources of outside counsel. These distinctions significantly impact entrepreneurs’ legal needs and relationships with their outside attorneys. It is counsel’s job to deftly steer his or her entrepreneur clients between the Scylla of reinventing the wheel and the Charybdis of conforming with other companies, all while observing the requirements of legal ethics (and hopefully being paid for the work performed). P-LAW 203.

Federal income tax is life. This class lives in a statute, the Internal Revenue Code. It focuses on reading, interpreting, and applying the rules of the Code. It is primarily a statutory interpretation class. Students will calculate the federal income tax liabilities of taxpayers by determining each taxpayer's gross income, determining and subtracting above the line deductions, noting adjusted gross income, subtracting either itemized deductions or the standard deduction, applying tax rates, and then calculating and subtracting any available tax credits. We will do calculations using only the +, -, multiply, and divide functions on a $5ish calculator.

Legal project management ("LPM") is a practice management method designed to plan, budget, execute, monitor, and control a legal engagement, typically involving a litigated or transactional matter. LPM methodologies provide predictable costs while maintaining profitability. LPM as a discipline focuses on developing the tools and skills to proactively scope, plan, budget, execute, evaluate, and communicate about a given undertaking, whether it be litigation or a business transaction. This course will expose students to LPM, to enable students to achieve certain identified learning concepts. Various texts and materials will be used, including leading LPM applications. We will discuss readings weekly, as well as engage both in and outside of the classroom with case studies and assignments designed to simulate real-practice, LPM tasks.

Explores the relationship between international trade and economic development. Examines the theoretical foundations of trade and development and evaluates the impact of trade policies on economic growth, poverty alleviation, and income inequality in both developed and developing economies.

This sales financing course covers the essentials of both articles 2 and 9 of the Uniform Commercial Code, articles covered separately in the two courses, 517 Sales (article 2, 3 hours) and 516 Secured Transactions (article 9, 3 hours). Students who take the combined course, 442 Sales and Secured Transactions, may not receive credit for either of the other courses. Likewise, students who have taken either of the separate courses may not receive credit for the combined course. Both articles, 2 and 9, are included as topics on the multistate bar examination.

Focuses on relevant practice areas that touch on business. Topics may include section 1231's favorable treatment of property used in the active conduct of a trade or business, like-kind exchanges, installment sales, the tax treatment of injury and non-injury damages, and the basics of balance sheets. P-LAW 206.

A study of Articles 9 and 6 of the Uniform Commercial Code (UCC), which apply to transactions in which a debtor borrows money from a creditor and grants to the creditor a security interest in the personal property of the debtor to secure the debtor's promise to repay the loan.

A study of Article 2 of the Uniform Commercial Code (UCC) , which applies to sales or transactions in goods, and related topics.

A survey course designed to provide the prospective general practitioner with knowledge of the basic principles of intellectual property and unfair competition law.

An in-depth analysis of federal and state regulation of corporate takeovers to include acquisition techniques, legal protection afforded shareholders and others, federal tender offer and disclosure rules, state corporate fiduciary law, and anti-takeover statutes. P-LAW 203.

A study of a wide range of international transactions, including marketing of goods and services; license or transfer of technology; distribution and franchising; joint ventures; finance and governmental regulation. Various multi-lateral initiatives, such as the Vienna Convention on Contracts for the Sale of Goods, will be discussed. Discussion and analysis of the Foreign Corrupt Practices Act.

A study of the allowable changes in a corporation's financial structure with a concentration on the recapitalization of solvent corporations, reorganization of insolvent corporations, and concepts of valuation. This course will emphasize the role that lawyers play in structuring and implementing financial transactions for corporations. P-LAW 203.

This course is your ticket into the world of securities regulation. You will learn the "ins and outs" of federal regulation of securities offerings (IPOs, private placements, and crowdfunding) under the Securities Act of 1933, as well as become familiar with the basics of federal regulation of securities markets and trading under the Securities Exchange Act of 1934. P-LAW 203.

This course focuses on legal and nonlegal information problems faced by non-litigators, including business research, intellectual property, real estate transactions and more: how do you find the information that you need to help your clients conduct their business? This will include finding and working with forms, public information in a variety of contexts, and specialized sources. Grading is based on small research projects with client communication components throughout the semester incorporating feedback, culminating in a more developed project in one or more areas of law at the end of the semester. Specific topics may vary by semester and student interest.