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Corporation Service Company

 

Corporations B1
Professor Robert C. Clark
4 classroom credits LAW-22000A Spring

This course surveys the role of legal controls on business organizations with emphasis on the control of managers in publicly held corporations. Aspects of the law of agency, partnership, and closely held corporations are reviewed to highlight continuities and discontinuities with the publicly held corporation. Topics include basic fiduciary law, shareholder voting, derivative suits, executive compensation, reorganizations, and control transactions. The emphasis throughout is on the functional analysis of legal rules as one set of constraints on corporate actors among others. Materials to be announced.

 

Corporations B2
Professor Jon Hanson
4 classroom credits LAW-22000A Spring

This course surveys the role of legal controls on business organizations with emphasis on the control of managers in publicly held corporations. Topics include basic fiduciary law, shareholder voting, derivative suits, executive compensation, reorganizations, and control transactions. Throughout the semester, we will critically examine the conventional justifications, and consider the potentially harmful consequences, of existing laws.

 

Corporations B3
Visiting Professor Eric Talley
4 classroom credits LAW-22000A Spring

This is a 4-unit course. Its aim is to provide foundational knowledge about the laws and regulations governing business organizations (with a primary focus on corporations). It will survey a number of topics, including rules of agency law, corporate formation, corporate identity, rights of creditors, rights of shareholders, fiduciary duties, corporate governance, executive compensation, mergers and acquisitions, and securities law. Key themes will concern how corporate law regulates the relationships among different constituencies within the corporation, including entrepreneurs, owners/shareholders, managers, capital creditors, trade creditors, employees, customers, and suppliers. Grades will be determined on the basis of a final exam.

 

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