Corporate Governance Trends: The Board, The Shareholder & The Lawyer


This course will cover key issues in corporate governance. While basic concepts and principles will be addressed, including the relevant legal framework and the roles of different players such as Boards of Directors, management and shareholders, the emphasis will be on current developments in this important and rapidly evolving field. The course will include lectures and in-class discussion, as well as role-playing exercises intended to present students with "real-world" situations faced by practitioners in the corporate governance field. Homework assignments will focus substantially on recent experiences of U.S. public corporations. Drafting assignments will include sample client memos, proxy disclosure, written presentations to Boards of Directors and reaction papers. Readings will include current articles, whitepapers, policies, SEC filings and website postings. We will also study relevant statutes, SEC rules, case law and commentaries. We will have governance experts representing multiple constituencies as guest instructors. The course grade will be based on drafting assignments, contributions to in-class activities and thoughtful participation in class discussions. ENROLLMENT LIMIT: 15 students. PREREQUISITE: Corporations. GRADING NOTICE: This course does 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 are required to attend the first meeting to be considered for enrollment.
Fall 2018: LAW JD 808 , Sep 4th to Dec 4th 2018
A1Susan Permut3Thu2:10 pm - 4:10 pm