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101 - 110 of 460 results for: LAW

LAW 1017: Deals II

(Formerly Law 275) This course is the continuation of Deals I. In order to register for this course you must have taken Deals I; and if you took Deals I, you must register for Deals II. Deals I and II apply economic concepts to the practice of structuring contracts. The course extends over two quarters. Deals I will meet four hours per week. Deals II will meet ONLY FOR FIVE WEEKS for four hours per week--for 2 units of course credit. During those five weeks, it will meet on most Fridays, as scheduled. There will be some weeks in which I schedule a class earlier in the week, during a free period, and cancel a later Friday class. Exactly which five weeks the course will meet will be announced during Deals I. Students enrolled in the course must take both quarters. All of Deals I will be spent in a traditional classroom setting but with untraditional materials. Most of the materials consist of case studies of business transactions (and no case law). We will use those case studies to anal more »
(Formerly Law 275) This course is the continuation of Deals I. In order to register for this course you must have taken Deals I; and if you took Deals I, you must register for Deals II. Deals I and II apply economic concepts to the practice of structuring contracts. The course extends over two quarters. Deals I will meet four hours per week. Deals II will meet ONLY FOR FIVE WEEKS for four hours per week--for 2 units of course credit. During those five weeks, it will meet on most Fridays, as scheduled. There will be some weeks in which I schedule a class earlier in the week, during a free period, and cancel a later Friday class. Exactly which five weeks the course will meet will be announced during Deals I. Students enrolled in the course must take both quarters. All of Deals I will be spent in a traditional classroom setting but with untraditional materials. Most of the materials consist of case studies of business transactions (and no case law). We will use those case studies to analyze the economics underlying a wide range of business transactions and the contractual terms and structures use to respond to underlying economic challenges. In Deals II, we will explore deals in greater detail by studying five complex transactions in full. For this part of the course, students will be divided into groups and will be assigned one of the five deals. Each group will give a presentation of its deal to the class, and in the following class, a lawyer or other participant in the deal will come to class to present the deal based on his or her experience. We study five new deals each year. Deals that we have studied over the years have included movie financings, biotech alliances, venture capital financings, cross-border joint ventures, private equity investments, corporate reorganizations, and more. Special Instructions: Students enrolled in the course must take both quarters. Students who have not taken Deals I cannot register for Deals II, and those who took Deals I must register for Deals II. No exam at the end of Deals I. An In-School exam will be given at the conclusion of Deals II. Grades will be given at the end of Deals II and will be applied to both quarters. CONSENT APPLICATION: To apply for this course, students must complete and e-mail the Consent Application Form available on the SLS Registrar's Office website (see Registration) to the instructors. See Consent Application Form for submission deadline. I use the consent form to ensure diversity of experience and non-experience and diversity across classes. There is no background required for the course. Elements used in grading: Attendance, class participation, class presentation, written assignments, group paper, and exam.
Last offered: Winter 2019

LAW 1018: Derivatives

The course will examine the legal, regulatory, trading and risk management aspects of the $600 trillion notional over-the-counter and cleared derivatives markets. Derivatives have historically not been well-understood by regulators or the public and have been blamed for causing or contributing to the economic crisis. This course will offer students the opportunity to understand how various derivative products are designed, traded and risk-managed and what role regulators play in the derivatives industry. In addition, students will focus on understanding key legal contracts that underpin the global derivatives industry, in particular focusing on the ISDA© Master Agreement and Credit Support Annex, as well as documentation supporting credit derivatives and other common derivative types. Students will also consider the shifting regulatory landscape for financial institutions and hedge funds as it relates to the way in which these products are traded, with rates and credit products migrati more »
The course will examine the legal, regulatory, trading and risk management aspects of the $600 trillion notional over-the-counter and cleared derivatives markets. Derivatives have historically not been well-understood by regulators or the public and have been blamed for causing or contributing to the economic crisis. This course will offer students the opportunity to understand how various derivative products are designed, traded and risk-managed and what role regulators play in the derivatives industry. In addition, students will focus on understanding key legal contracts that underpin the global derivatives industry, in particular focusing on the ISDA© Master Agreement and Credit Support Annex, as well as documentation supporting credit derivatives and other common derivative types. Students will also consider the shifting regulatory landscape for financial institutions and hedge funds as it relates to the way in which these products are traded, with rates and credit products migrating to clearinghouses. The course will conclude with an examination of the economic crisis that erupted with Lehman Brothers' bankruptcy in September 2008 and the consequent policy reactions to that event from a derivatives and bankruptcy perspective. Elements used in grading: attendance, written homework assignments and a final exam.
Terms: Aut | Units: 2
Instructors: Summe, K. (PI)

LAW 1019: Current Topics in Sports Law

Current Topics in Sports Law is a one-unit seminar for up to 15 students with San Francisco 49ers General Counsel and SLS alumna Hannah Gordon. The class is made up of six 90-minute sessions and brief reflection papers. Attendance is mandatory at all six sessions to pass the course. The class will meet the first six weeks of Autumn Quarter. The seminar will explore current topics in the practice of law that are impacting the sports industry, both through litigation and legislation. Elements used in grading: Attendance, Class Participation, Written Assignments. CONSENT APPLICATION: To apply for this course, students must complete and submit a Consent Application Form available on the SLS website (Click Courses at the bottom of the homepage and then click Consent of Instructor Forms). See Consent Application Form for instructions and submission deadline.
Last offered: Autumn 2016

LAW 1020: Entertainment Law

(Formerly Law 297) Entertainment law is not, in and of itself, a separate legal discipline. Instead, the practice of entertainment law lies at the intersection of various traditional legal disciplines, such as contract, tort, copyright, trademark, antitrust, secured transactions, etc., and applies those disciplines to a unique business setting. This course is intended to approach the study of entertainment law from a practical perspective, applying the principles of traditional legal disciplines to avoid problems and find solutions in various facets of the entertainment industry. To accomplish the necessary background, we will study the entertainment industry from both a macro level (i.e., the organization of the motion picture, television and music business, including the function of studios, producers, networks, record companies, agencies, managers, lawyers and labor unions) and a micro level (i.e., examining actual agreements in order to understand the principal components of motio more »
(Formerly Law 297) Entertainment law is not, in and of itself, a separate legal discipline. Instead, the practice of entertainment law lies at the intersection of various traditional legal disciplines, such as contract, tort, copyright, trademark, antitrust, secured transactions, etc., and applies those disciplines to a unique business setting. This course is intended to approach the study of entertainment law from a practical perspective, applying the principles of traditional legal disciplines to avoid problems and find solutions in various facets of the entertainment industry. To accomplish the necessary background, we will study the entertainment industry from both a macro level (i.e., the organization of the motion picture, television and music business, including the function of studios, producers, networks, record companies, agencies, managers, lawyers and labor unions) and a micro level (i.e., examining actual agreements in order to understand the principal components of motion picture talent, production and distribution contracts, television series contracts, music and book publishing contracts). We will also examine key litigation issues that affect the industry, such as the interaction of the First Amendment and the right of publicity, the right of privacy and libel, the anti-SLAPP laws, the "final cut" and profit participation cases. The impact of the digital media (including the internet) will, of course, be analyzed, along with the future of the entertainment industry, including convergence, holograms, syntho-thespians and the like. We plan to include guest speakers from the entertainment industry so that this class will embody both business and legal considerations. The overall goals of this course are (1) to expose students to the unique and increasingly complex structure of the entertainment business; (2) to foster an understanding of the role the law and entertainment lawyers play in that unique business structure; (3) to strengthen students' ability to draft key documents and craft persuasive legal arguments to accomplish the goals they may seek to achieve as lawyers in the entertainment industry; and (4) to develop the analytical and problem-solving skills necessary to make them into effective entertainment lawyers. Elements used in grading: Class participation, team contract negotiation and drafting projects, final paper.
Last offered: Autumn 2018

LAW 1021: Estate Planning

This class will cover the basics of the gift and estate tax system and estate planning principles. With these fundamentals, the course will then examine basic and advanced estate planning and wealth transfer techniques, including wills, various types of trusts, titling property, gifts during lifetime, charitable vehicles, handling closely held businesses and valuation matters--with an emphasis on how to use these tools in planning an estate to meet the objectives of a couple or individual. Probate of an estate, durable power of attorneys, conservatorships, and planning for other life situations will be explored. Elements used in grading: Class participation (is a small factor and only in the positive direction) and final open book exam. This course is open to GSB and graduate students with consent of the instructor.
Terms: Spr | Units: 3
Instructors: Pearson, B. (PI)

LAW 1022: International Tax

This course examines the United States federal income taxation of international operations and transactions, including international joint ventures and M&A transactions. Traditional issues such as income source, foreign tax credits, Subpart F, and international transfer pricing rules will be addressed. Congress recently encated fundamental reform of US international tax rules; important new provisions in this area will also be covered. Elements used in grading: Final Exam.
Terms: Spr | Units: 2

LAW 1023: International Securities Offerings

This course will focus on the application of United States securities laws and regulations to non-US issuers. We will examine how that regulatory framework differs for Foreign Private Issuers, as compared to other issuers in the United States. Initial public offerings, private placements under Rule 144A and Regulation S and ADR programs will all be covered. We will take a close look at the Alibaba IPO and Alibaba's subsequent regulation as a public company listed in the United States. The course will be taught from a practical perspective with in-class review of SEC filings, offering documents and SEC correspondence. The Morrison Case and its progeny defining the reach of U.S. Securities law to conduct with limited U.S. contacts will also be examined. Elements used in grading: Class Participation, Final Exam.
Last offered: Autumn 2016

LAW 1024: Private Equity Investing

(Formerly Law 522) This course will focus on the central issues involved in private equity investing. Topics will include: pricing, structuring and valuation of private equity and venture capital investments; buyouts and other transactions involving multitiered capital structures; the structure and governance of PE and VC funds; conceptual issues relevant in this realm such as option theory, asymmetric information and bounded rationality; and private equity as a distinct asset class. There are no required prerequisites. Students will develop skills and tools used in the private equity arena, including financial analysis (e.g., "deal arithmetic" fundamentals, spreadsheet modeling and forecast preparation); the drafting and negotiation of transaction documents; and the ability to conduct comprehensive due diligence examinations of prospective acquisitions and investments. We will have a number of guest speakers during the term, and will draw on various materials illustrative of what one more »
(Formerly Law 522) This course will focus on the central issues involved in private equity investing. Topics will include: pricing, structuring and valuation of private equity and venture capital investments; buyouts and other transactions involving multitiered capital structures; the structure and governance of PE and VC funds; conceptual issues relevant in this realm such as option theory, asymmetric information and bounded rationality; and private equity as a distinct asset class. There are no required prerequisites. Students will develop skills and tools used in the private equity arena, including financial analysis (e.g., "deal arithmetic" fundamentals, spreadsheet modeling and forecast preparation); the drafting and negotiation of transaction documents; and the ability to conduct comprehensive due diligence examinations of prospective acquisitions and investments. We will have a number of guest speakers during the term, and will draw on various materials illustrative of what one would encounter in private equity deals and funds. Elements Used in Grading: Periodic problem sets, a final case study and class participation. (The case study will be completed in a small group, and it will give students the opportunity to analyze a real-world transaction from a number of perspectives.) A Final Note: While a 3-credit course, Private Equity Investing will not meet for the entirety of the Winter quarter. The final class session will be on March 2nd (rather than March 12th). This class is limited to 24 students. 16 SLS students will be selected by lottery. The other eight spots will be allocated by consent of instructor, and will be selected from law students who were waitlisted and non-law students. All interested students must attend the first two class sessions (January 10 & 12) in order to keep a spot on the class list or waitlist.
Last offered: Winter 2018

LAW 1026: Securities Litigation

(Formerly Law 300) Executives of American public companies control one of the largest accumulations of wealth in history, amounting to trillions of dollars in market capitalization. Tens of billions of dollars of securities in these companies are traded daily. This course addresses the most interesting and complex litigation that arises in connection with these securities, including fraud claims against executives and corporations, criminal actions for insider trading, internal investigations of executive misconduct, SEC enforcement actions, and derivative actions against corporate directors and officers. This course does not concern stock market technicalities. Instead, you will learn the basic legal framework governing this area, the theories underpinning it, and how to present legal arguments in this area. You will learn in a group setting by working out solutions to some of the most challenging issues that we have faced. In the process you will come to recognize the patterns we see and understand the forces behind them, so that you are prepared to practice in this area. Elements used in grading: Attendance, Class Participation, Exam.
Last offered: Spring 2017

LAW 1027: Securities Regulation: Capital Formation from Start-Up to IPO and Beyond

This course examines the legal regime governing capital formation in the United States through the lens of the Silicon Valley venture capital process. The course addresses regulations governing the earliest angel investing rounds, through billion-dollar private placements, initial public offerings (IPO's), and subsequent governance as a publicly traded firm. The course also explores proposals to share equity with "gig-economy" workers, secondary market mechanisms for trading privately held shares, and the operation of Rule 144A, which allows large firms to raise significant amounts from US institutional investors without SEC registration. The course relies extensively on recent real-world transactions as case study material. Elements used in grading: Final exam.
Terms: Win | Units: 4
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