Draft contracts, negotiate deals, and counsel clients.
Today, firms expect new legal hires to contribute high quality, cost effective services from day one. The principal goal of our Transactional Law Program is to give our students a basic foundation of transactional practice skills they will need as they enter legal practice.
Develop skills in contract drafting and analysis, negotiation, client counseling, and deal making. Learn from seasoned transactional practitioners through intensive, hands-on training and practice. Acquire key practice skills that will help you stand out as you compete in the legal marketplace.
You may take a few of these skills courses as part of a well-rounded JD or LLM curriculum. Or, as a JD student, you may want to earn a concentration in transactional practice by fulfilling the core business, elective, and skills courses requirements.
The BU Law School Transactional Law Program complements our long-standing excellence in business and finance doctrine. Sample courses include:
Bankruptcy Practice: Chapter 11 Reorganizations and Sales of Businesses (S): LAW JD 794
This seminar will examine Chapter 11 from the point of view of attorneys for all participants in the process. It is designed to provide the student with knowledge of the uses of Chapter 11, the parties involved in a Chapter 11 proceeding, the substantive law governing Chapter 11 and the Plan of Reorganization process. This seminar will explore the increasing use of Chapter 11 as a vehicle to accomplish the sale of insolvent businesses, the "cram down" of creditors to accomplish confirmation of Plans of Reorganization, executory contracts including those dealing with real estate, equipment and intellectual property and alternatives to Chapter 11. Also to be considered are the impact of changes in judicial, legislative and societal attitudes on the restructuring process. The material will consist of important cases and articles on the subjects to be discussed. Grades will depend primarily on one (1) research paper which will be required of each student. Grades will be adjusted to account for class participation. NOTES: This seminar does not satisfy the Upper-class Writing Requirement. This seminar satisfies the Professional Skills requirement. ** A student who fails to attend the initial meeting of a seminar (designated by an (S) in the title), or to obtain permission to be absent from either the instructor or the Registrar, may be administratively dropped from the seminar. Students who are on a wait list for a seminar are required to attend the first seminar meeting to be considered for enrollment.
Contract Drafting: LAW JD 788
This course is the foundational skills course within the Transactional Law Program. It teaches students basic principles and skills of drafting and analyzing commercial and transaction agreements, with a focus on recognizing, and addressing through contractual provisions, key business issues in transactions. Although the course will be of particular interest to students interested in a corporate or transactional law practice, since most practicing attorneys will need to work with contracts at some point in their career, the concepts and skills which the course conveys are applicable to virtually all practice areas and specialties. While the course utilizes lectures to introduce various contract concepts and techniques essential for drafting and reviewing commercial and transaction agreements, it requires that students complete in-class exercises and extensive homework assignments as a means of building basic drafting skills and a solid understanding of the structure and operation of contractual provisions in a business transaction. Grades will be based on the graded assignments, good faith completion of ungraded assignments, and class participation. ENROLLMENT LIMIT: 12 students. NOTE: This class satisfies the upper-class Professional Skills requirement and counts toward the 6 credit Experiential Learning requirement. GRADING NOTICE: This class will not offer the CR/NC/H option. ATTENDANCE REQUIREMENT: A student who fails to attend the first class or to obtain permission to be absent from either the instructor or the Registrar, will be administratively dropped from the class. Students who are on the wait list for a section are required to attend the first meeting to be considered for enrollment.
FALL 2017: LAW JD 788 A1 , Sep 11th to Dec 4th 2017
FALL 2017: LAW JD 788 B1 , Sep 11th to Dec 4th 2017
FALL 2017: LAW JD 788 C1 , Sep 6th to Dec 6th 2017
FALL 2017: LAW JD 788 D1 , Sep 6th to Dec 6th 2017
FALL 2017: LAW JD 788 E1 , Sep 7th to Dec 7th 2017
FALL 2017: LAW JD 788 F1 , Sep 7th to Dec 7th 2017
SPRG 2018: LAW JD 788 A2 , Jan 16th to Apr 24th 2018
SPRG 2018: LAW JD 788 B2 , Jan 16th to Apr 24th 2018
SPRG 2018: LAW JD 788 C2 , Jan 17th to Apr 25th 2018
SPRG 2018: LAW JD 788 D2 , Jan 18th to Apr 19th 2018
Corporate Finance: LAW JD 985
This course covers the foundations of corporate finance. It starts with the concepts of time value of money, discounting, and present value. With that background it then considers the major financial decisions made by corporate managers. Topics include the valuation of financial assets and liabilities, criteria for making investment decisions, business valuation, relationships between risk and return, portfolio theory, market efficiency, capital structure choice, and cost of capital. GRADING NOTICE: Professor Sims' section will not offer the CR/NC/H option.
FALL 2017: LAW JD 985 A1 , Sep 6th to Dec 6th 2017
SPRG 2018: LAW JD 985 B1 , Jan 17th to Apr 25th 2018
Financial Reporting for Lawyers: LAW JD 872
Understanding financial statements and reports. The objective of the course is that students will be able to read and understand the four financial statements and the 10-k annual report. Emphasis is placed on understanding the nature and meaning of the reports, as well as the relationship to the underlying transactions. Other topics include: basic accounting principles, US GAAP versus IFRS, financial statement analysis, the relationship of the financial statement information to covenant documents, and accounting gamesmanship. RESTRICTION: Not open to students who have had more than one three-hour college course, or its equivalent, in accounting. GRADING NOTICE: This class does not offer the CR/NC/H option.
FALL 2017: LAW JD 872 A1 , Sep 11th to Dec 4th 2017
Health Care Transactions (S): LAW JD 998
Partners, associates and general counsel from leading firms will discuss the deals they were personally involved in. After an introduction to joint venture theory and the regulatory context of health care, everyone in the class examines 2 transactions: a physician recruiting agreement and an ambulatory surgery center JV. The remainder of the course will involve 5 -- 6 complex health care transactions, using actual documents from recent deals. The transactions run the gamut from hospital M&A to biotech licenses. For the transaction you select, you will work in teams to analyze the deal, and will present your conclusions to the lawyers who closed it. Your final project will be a negotiation or drafting assignment drawn from class materials. PREREQUISITES: The course does not have pre-requisites, but Corporations and Health Care are suggested; if you select the biotech transactions, IP and FDA are suggested. NOTES: This seminar satisfies the Upper-class Professional Skills requirement. This seminar does not satisfy the Upper-class Writing Requirement. GRADING NOTICE: This course does not offer the CR/NC/H option. **A student who fails to attend the initial meeting of a seminar (designated by an (S) in the title), or to obtain permission to be absent from either the instructor or the Registrar, may be administratively dropped from the seminar. Students who are on a wait list for a seminar are required to attend the first seminar meeting to be considered for enrollment.
SPRG 2018: LAW JD 998 A1 , Jan 16th to Apr 25th 2018
International Business Transactions: LAW JD 842
This course is designed to give students a broad overview of the law--domestic, foreign, and international--governing international business transactions. With the significant growth in international commerce and trade, and the forces of economic and social globalization, lawyers will increasingly confront international legal issues during their professional careers. This course will focus on the legal problems encountered in business ventures that cross national borders. Topics include formation of contracts, choice of law, financing the international sale of goods through letters of credit, regulation of international trade, the organizations and operations of the institutions of the World Trade Organization, foreign investment, international dispute settlement, and international transfer of intellectual property. GRADING NOTICE: This course does not offer the CR/NC/H option.
SPRG 2018: LAW JD 842 A1 , Jan 16th to Apr 24th 2018
Mergers and Acquisitions: LAW JD 988
This course will cover the principal legal, tax and business issues of mergers and acquisitions. PREREQUISITE: Corporations or permission of instructor.
FALL 2017: LAW JD 988 A1 , Sep 5th to Dec 7th 2017
Securities Regulation: LAW JD 883
This course offers an introduction to federal securities regulation under the Securities Act of 1933 and the Securities Exchange Act of 1934. We will examine how the securities laws shape the process by which companies raise capital through IPOs, public offerings, and private placements. We will also focus on the mandatory disclosure regime for publicly traded companies and the related topics of securities fraud, insider trading, market manipulation, and shareholder voting. We will study core concepts such as the definition of a security and materiality. Finally, we will spend significant time examining the role of the SEC and private shareholder litigation in policing the securities laws. PREREQUISITE/COREQUISITE: Business Fundamentals is a prerequisite; Corporations is a corequisite. GRADING NOTICE: This course does not offer the CR/NC/H option.
SPRG 2018: LAW JD 883 A1 , Jan 16th to Apr 24th 2018
Shareholder Activism (S): LAW JD 928
The recent rise of shareholder activism has become one of the most important topics for investors, corporate managers, and lawyers, transforming the way that public companies are run. Investment funds of all types have turned to activist strategies, including hedge funds, mutual funds, pension funds, labor union funds, religious orders, and charitable foundations. These shareholders are no longer content to passively defer to senior managers and boards of directors while quietly collecting their dividends and hoping for share price appreciation. Some may demand specific business changes, others demand across-the board governance reforms, and still others may pursue environmental or social objectives. This course will explore the various forms of shareholder activism, and corporate responses to them. We will examine the debate over proxy access, say-on-pay initiatives, majority voting for directors, the corporate governance reform movement, corporate political activity, socially responsible investing, and shareholder litigation. In examining these issues we will discuss the costs and benefits of such activism. Students will also develop an appreciation for the institutional players that drive this activism, and for those that oppose it. Students should expect to hear from several guest speakers from all sides of the shareholder activist debate. PREREQUISITE: Corporations and Business Fundamentals (may be waived with instructor's permission). LIMITED WRITING REQUIREMENT OPTION: A limited number of students may be permitted to satisfy the upper-class writing requirement with the approval of the instructor. GRADING NOTICE: This class does not offer the CR/NC/H option. ** A student who fails to attend the initial meeting of a seminar (designated by an (S) in the title), or to obtain permission to be absent from either the instructor or the Registrar, may be administratively dropped from the seminar. Students who are on a wait list for a seminar are required to attend the first seminar meeting to be considered for enrollment.
SPRG 2018: LAW JD 928 A1 , Jan 16th to Apr 24th 2018
Transaction Simulation: Auction and Sale of a Private Company : LAW JD 773
This course is one of the semester-long transaction simulations offered as part of the School's Transactional Law Program and satisfies the Transaction Simulation Requirement of the Transactional Practice Concentration. The simulated transaction is the auction and sale of a privately-held company in the single-cup coffee brewing industry. The course exposes students to the primary tasks undertaken by both junior and more senior attorneys in a private company auction and sale, and in doing so builds skills students will need as they enter transactional practice. Students will perform analytical, drafting and other legal tasks during each stage of the transaction from inception through closing, including revising and negotiating final terms of a merger agreement for the proposed transaction and preparing the related disclosure schedules. Much of the course work will be done in teams representing the company being sold or a potential purchaser of that company. The course grade will be based on drafting assignments, contributions to team efforts such as in-class presentations and negotiation sessions, and individual class participation.
SPRG 2018: LAW JD 773 A1 , Jan 17th to Apr 25th 2018