Corporate Governance (S)


This seminar will address corporate governance issues from a real world perspective, making use of timely case studies, corporate proxy contests, and other materials to be made available to students through the course site on Blackboard Learn. Students will not be required to purchase a casebook or text. We will consider corporate governance from the perspective of practicing lawyers, corporate directors and executives, investors, and regulators. We will engage in a number of informal role-playing exercises in class. Students may, for example, be asked in class to play the role of an activist investor, a CEO, a board chairman, an SEC regulator, or a Congressional staff counsel. There is no exam in this course. Each student will write a paper of publishable quality due at the end of the semester. The professor will consult with each student at least three times during the semester, first, to discuss the choice of a research topic; then to review an outline; and finally, to review a draft of the paper. GRADING NOTICE: This class will not offer the CR/NC/H option. PREREQUISITE: Corporations. RECOMMENDED: Securities Regulation (either prior to or concurrent with this course.) LIMITED WRITING REQUIREMENT OPTION: A limited number of students may be permitted to satisfy the upper-class writing requirement with the approval of the Associate Dean for Academic Affairs. ** A student who fails to attend the initial meeting of a seminar, or to obtain permission to be absent from either the instructor or the Registrar, will be administratively dropped from the seminar. Students who waitlist for a seminar are required to attend the first seminar meeting to be considered for enrollment.
Spring 2018: LAW JD 941 , Jan 22nd to Apr 23rd 2018
A1Eric D. Roiter3Mon4:20 pm - 6:20 pm