Business Law

Discussion — 3 units. This course introduces students to the economic analysis of law. Students will learn to use the tools of economic analysis (marginal cost and benefit, supply and demand, opportunity cost, etc.) to illuminate and critique familiar areas of law, including property, contracts, torts, and criminal law. Throughout the course, students will consider how economic analysis complements and conflicts with other concerns of the legal system, including fairness and efficiency.  The course does not require any background in economics.

Seminar – 2 units.

Discussion — 3 units. This course will take a practical approach to mergers and acquisitions, with an in-depth look at the planning, negotiation, documentation and completion of mergers and acquisitions.  Areas explored will include the mechanics of alternative acquisition methods and transaction structures, the application of state corporate laws (focusing on Delaware and California), applicable federal securities laws, and fiduciary duties in both friendly and hostile transactions.

Discussion — 3 units. A great number of businesses utilize the partnership structure, including closely-held operating businesses, most investment entities, including private equity, venture capital, real estate and hedge funds, and publicly-traded master limited partnerships.  This course constitutes a study of the federal income tax treatment of partnerships and partners (including entities classified as partnerships).

Discussion — 2 units. We will take an intensive look at important issues in Trademark Law, including the nature of trademarks, the acquisition and loss of trademark rights,  trademark registration, trademark infringement, federal aspects of unfair competition law,  defenses to infringement, and expressive uses of trademarks.  We will also explore the legal frameworks surrounding actions for false advertising, false endorsement, and rights of publicity.

Final Assessment: Exam

Discussion — 2 units.  This streamlined version of Trusts, Wills, and Estates is designed for students who are mainly interested in taking the course to prepare for the bar exam. It covers the basics of intestate succession and the creation and interpretation of wills and trusts under the Uniform Probate Code and the California Probate Code. Although it does not delve deeply into these issues, it sets the stage for students to master them during the bar review period.  

Discussion — 2 units. This course covers the law of conspiracy, corporate criminal liability, mail and wire fraud, the Hobbs Act, RICO, money laundering, obstruction of justice, and other white collar crimes and their associated defenses.

Final Assessment: Take-home exam 
Grading Mode: Letter Grading

Discussion — 3 units. This course will introduce students to the international aspects of taxation and how the regime bears on broader social debates. The course will begin by discussing the idea of worldwide taxation, particularly as applied to individuals and as intersecting with immigration law. Then the course will proceed to discussing source of income definitions in American tax law; concepts in inbound taxation i.e. the U.S. taxation of foreign persons; and then concepts in outbound taxation i.e. the U.S. taxation of foreign income.

Discussion — 3 units. This course provides a foundational understanding of federal securities law. As embodied in statutes, SEC rules, and cases, that law governs the issuance, trading, and disclosure of securities in U.S. markets. Leading topics covered in the course include the definitional question of what constitutes a “security” under federal securities law, the registration and exemption process, the antifraud provisions (including Rule 10b-5), the role of the Securities and Exchange Commission in rulemaking and enforcement, and securities class actions.

Students who take Law 258/258H Professional Responsibility are not eligible to enroll in this course. Discussion — 3 units. This course explores the formal rules of ethics governing the legal profession, including the affirmative duties reflected in different states’ Rules of Professional Conduct (RPCs), which, in turn, largely reflect the ABA Model Rules of Professional Conduct. These rules are tested on state bar exams and the Multistate Professional Responsibility Exam (MPRE).