Courses

The listing of a course description here does not guarantee a course’s being offered in a particular semester. Please refer to the published schedule of classes on the Student Link for confirmation a class is actually being taught and for specific course meeting dates and times.

• LAW TX 982: Tax Seminar
  This course provides an opportunity for students to conduct in-depth research and to improve their writing skills on current issues in taxation. This class meets weekly to discuss tax law developments globally at the State & Local, US Federal and International topics and to review the topic proposal and outlines of class participants.
• LAW TX 984: Taxation of S-Corporations
  This course undertakes a detailed examination of Federal Income Taxation of S Corporations using a contextual approach so that students will be able to identify opportunities and pitfalls in the use of S Corporations. This will be accomplished through a combination of reading the Internal Revenue Code, regulations and other authorities relating to Federal Income Taxation of S Corporations. Use of S corporations in a multinational setting will also be considered. The course will emphasize, teach, expect, and measure the internalization of professional responsibilities in tax practice to clients using actual judicial decisions as well as hypothetical case studies. The inherit tension resulting from duties to clients and duties to the tax system is explored. We will also explore the various settings in which choice of entity for business operations will be a consideration and the utility of such choices for tax and non-tax purposes. Students will practice analytical and writing skills through written assignments. Since a contextual approach is used, it is expected that students will acquire knowledge of substantive tax law in addition to an understanding of ethical and legal responsibilities in federal tax practice.
• LAW TX 985: Tax Law Research
  Tax Law research is among the most complicated areas of the law to research. Statutes, regulations and agency issuances interact to create a thickly layered set of legal precedents. This class will explore the resources a tax professional would use to perform his or her research from legislative history to private letter rulings. Students will become familiar with the research platforms outside of Lexis and Westlaw that are commonly used in practice. Students will get practice in using many of the most heavily used practice materials. Classes will combine instruction and hands-on exercises using the major print and electronic resources available for tax law research. Students will be required to complete an assignment for each class.
• LAW TX 987: US and International Tax Policy
  Understanding the policy drivers that underlie the formation of tax rules is a valuable asset for a tax advisor. Knowledge of the technical rules can become dated as laws and regulations change, but a sophistication about the policy drivers will remain relevant throughout a tax career. This course will help a student to develop instincts about how the rules are most likely to work, and to evolve. In most cases, there are limited policy design choices available to legislators, and an observer can see repeating patterns in history and across various countries. This course, with an emphasis on debate and discussion, will provide an overview of the policy objectives and the political drivers that commonly shape the formation of tax laws. There are no prerequisites for this course.
• LAW TX 989: Taxation and Regulation of Cryptocurrency
  This course is designed to provide an introductory understanding of the theory and principles by which decentralized digital currencies - cryptocurrencies - operate, within both a practical and legal framework. The course can be broken down into three broad topics: (1) An examination of the concept of money, currency, and legal tender; (2) An introduction to the history of decentralized digital currencies, including the logic of a peer- to-peer payment system, the decentralized governance of cryptocurrency solutions, an analysis of the problems that cryptocurrencies are intended to resolve, and a high-level understanding of the blockchain; and (3) An in- depth examination and analysis of the current state of regulatory and tax treatment of various cryptocurrency transactions in the United States and in international jurisdictions.
• LAW TX 990: Salt Externship
  
• LAW TX 991: World of Limited Liability Companies
  LLCs have become the most popular entity for businesses. They are used in estate planning, joint ventures by large corporations, investment vehicles, small businesses, mergers and acquisitions, international transactions, operating businesses and individuals. This is a hands on course with lots of problem solving, drafting suggestions and practical approaches to dealing with these LLCs (emphasis on Subchapter K) within whatever tax discipline you practice. Prerequisite: Partnership Tax I
• LAW TX 992: Writing for Tax Practice
  This course will focus on teaching students how to write client letters, internal memoranda, responses to IRS IDRs, and other documents common in tax practice. Students will be required to do multiple drafts of each assignment to allow for feedback and improvement on student writing. Additionally, there will be an emphasis on understanding the different audiences for each assignment (client, tax partner, government authority, etc.) and the relevant considerations in writing to each audience. Students will also be required to research and write the client letter and supporting memorandum in response to the problem set issued by the ABA Law Student Tax Challenge (submission to the competition is optional).
• LAW TX 993: Tax Externship
  
• LAW TX 994: Tax Ext Seminar
  
• LAW TX 996: Tax Fraud and Technology
  This course undertakes a detailed examination of technology-based responses (blockchain, crypto-tax-currency, real-time transactional data collection, artificial intelligence [AI] applications) to technology-facilitated tax frauds (Zappers, Phantomware, SSaaS, the Dark Cloud and missing traders). It is valuable for both state and local as well as international practitioners, and will readily compliment criminal tax studies. This course will direct the student to consider how the sweep of technological developments in indirect taxation (digital invoices, encrypted transactional records, real-time data transmission to tax authorities, and inter- jurisdictional exchanges of digital tax data) will change/ is changing not only the collection and reporting of indirect taxes (VAT, RST, and various excise taxes) but will impact both the collection and reporting of direct taxes (personal and corporate income taxes), but also the treaties that facilitate international tax cooperation and coordination. Students should expect to be able to not only understand current technology-based tax frauds, but also be able to anticipate both the next generation of frauds, and the government's technology-based detection methods and countermeasures. Students should be able to see this as an iterative process where a technology-based fraud application is met by a government countermeasure only to find that criminal elements are fast advancing new technologies to be met yet again by more advanced government countermeasures. Public and private blockchain storage of tax data, and proposals for crypto-tax-currency based tax systems will be examined. Because this course works in a highly fluid tax/technology space the specific topics considered may not remain the same from year-to-year. This edition will examine the tax issues embedded in the technology of (1) sales suppression -- Zappers, Phantomware, SSaaS, and the Dark Cloud; (2) Missing Trader frauds -- notably frauds in CO2 permits, VOIP; and (3) excise tax avoidance -- notably frauds involved in cigarette smuggling and legalized marijuana. Both traditional organized criminal activity as well as terrorist funding activity will be explored.
• LAW TX 997: Section 163J
  
• LAW XB 610: Enterprise Risk Management
  This overview course examines the management issues involved with assessing the security and risk environments in both the private and public sectors in order to assure continuous system-wide operations. The course studies the elements of risk assessment and operational continuity using the project management framework of planning, organizing, and control. Students are exposed to the role of the firm in crisis response and management as well as the terms, systems, and interactions necessary to assure continuous operations. Topics include: the role and need for comprehensive assurance strategy and planning; the security aspects of the firm; an overview of the system-wide structure as well as the organizations within that structure designed to plan for and respond to local or national crisis; the social and emotional impact on the workforce as well as its effect on productivity; and the organizational infrastructure relating to national, regional, and international compliance.
• LAW XB 613: Enterprise Risk Planning and Compliance
  Students are exposed to the important issues relating to corporate and organizational security and risk from both the perspective of systems designed to protect against disasters and aspects of emergency preparedness should systems fail. Security areas of study include information technology, terrorism, and other organization disruptions. Students study proactive risk assessment through management risk analysis techniques and simulations. Students will be able to design a company or agency global assurance plan, organize the strategy to make the plan operational, and implement control measures to assess the plan's degree of success. The course also provides explanations of legal/regulatory, auditing, and industry- specific requirements related to compliance, control, and reporting issue sin business risk management. The role of establishing and maintaining standards by local, national, and international agencies is discussed, as is the importance of these agencies in certifying operations.
• LAW XB 616: Enterprise Risk Analytics
  The course offers an overview of the key current and emerging enterprise risk analytical approaches used by corporations and governmental institutions and is focused on understanding and implementing the enterprise risk management framework on how to leverage the opportunities around a firm to increase firm value. The major risk categories of the enterprise risk management such as financial risk, strategic risk and operational risk will be discussed and risk analytics approaches for each of these risks will be covered. Students will learn how to use interlinked data-inputs, analytics models, business statistics, optimization techniques, simulation, and decision-support tools. An integrated enterprise risk analytics approach will be demonstrated with examples from different functional areas of the enterprise.
• LAW XB 813: U.S. Contract Law for the International Lawyer
  This course covers legal and equitable remedies for enforcing contracts, elements of assent, interpretation of contract terms, determining what promises are enforceable, tests for performance and breach, and defenses to contract enforcement.
• LAW XB 814: U.S. & Trans-border Securities Regulation
  This course analyzes key issues under the U.S. federal securities laws, principally the Securities Act of 1933 and the Securities Exchange Act of 1934, with respect to the offer, sale, and trading of securities. It includes a study of what constitutes a security, the public offering process, mandatory disclosure requirements for public companies, exemptions from registration, and potential liabilities and sanctions.
• LAW XB 815: International Business Transactions & Agreements
  IBT&A covers the transactional approach to legal problems encountered in commercial and financial business ventures that cross national borders. Topics include: form of doing business, including formation of contracts and the range of issues presented-such as choice of law, choice of forum, commercial terms, force majeure, sales, distribution and agency law, franchise, licensing arrangements, and foreign direct investments; the operations of the institutions of the World Trade Organization; investment in free trade areas such as the European Union and NAFTA; and issues of transfer of intellectual property and international dispute resolution. Students will gain exposure to analyzing various international business agreements and documents including global joint venture agreements and privatization provisions, sales and letters of credit, distribution and franchise agreements, international development and investment agreements, letters of intent for mergers and acquisitions, and technology licensing agreements.
• LAW XB 816: U.S. Corporate Law for the International Lawyer
  This course examines the legal structure and characteristics of US business corporations and LLCs, especially in Delaware, with a focus on issues that will interest international lawyers. Topics include the distribution of power between management and shareholders; the limitations on management powers imposed by state law fiduciary duties; rights of minority shareholders; shareholder derivative suits; and capital and voting structures. US federal Securities Law and Mergers & Acquisitions are covered in other Executive LL.M. courses.
• LAW XB 817: U.S. & International Intellectual Property
  The U.S. and Intellectual Property Law course examines legal protection of inventions, creative expression, and other kinds of information. This course will introduce students to patents, copyrights, trademarks, and trade secrets. Most of the course will cover American intellectual property law, but comparative and international issues will also be covered.

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