Course Schedule

Methods by which rights and duties of promissory and quasi-promissory origin are created, transferred, limited, discharged, breached, and enforced.

Methods by which rights and duties of promissory and quasi-promissory origin are created, transferred, limited, discharged, breached, and enforced.  (I have no idea who wrote this!  But you'll soon see what it's about.)

An introduction to the law governing contracts and the methods by which rights and duties of promissory and quasi-promissory origin are created, transferred, limited, discharged, breached, and enforced.

Methods by which rights and duties of promissory and quasi-promissory origin are created, transferred, limited, discharged, breached, and enforced.

Methods by which rights and duties of promissory and quasi-promissory origin are created, transferred, limited, discharged, breached, and enforced.

Methods by which rights and duties of promissory and quasi-promissory origin are created, transferred, limited, discharged, breached, and enforced.

Methods by which rights and duties of promissory and quasi-promissory origin are created, transferred, limited, discharged, breached, and enforced.

This course will introduce foreign lawyers in the LLM and exchange program to the common law of Contracts. It will cover the methods by which rights and duties of promissory and quasi-promissory origin are created, transferred, limited, discharged, breached, and enforced.

This course will introduce foreign lawyers in the LLM and exchange program to the common law of Contracts. It will cover the methods by which rights and duties of promissory and quasi-promissory origin are created, transferred, limited, discharged, breached, and enforced.

This course will introduce foreign lawyers in the LLM and exchange program to the common law of Contracts. It will cover the methods by which rights and duties of promissory and quasi-promissory origin are created, transferred, limited, discharged, breached, and enforced.

The course covers the basic elements of copyright law. Special emphasis will be put on the interaction of copyright law with various new technologies including the Internet. In addition to the relevant legal doctrines, the class will survey policy considerations and the normative justifications--economic and others--that underlie these doctrines.

The course covers the basic elements of copyright law. Special emphasis will be put on the interaction of copyright law with various new technologies including the Internet. In addition to the relevant legal doctrines, the class will survey policy considerations and the normative justifications--economic and others--that underlie these doctrines.

The course covers the basic elements of copyright law. Special emphasis will be put on the interaction of copyright law with various new technologies including the Internet. In addition to the relevant legal doctrines, the class will survey policy considerations and the normative justifications--economic and others--that underlie these doctrines.

The course covers the basic elements of copyright law. Special emphasis will be put on the interaction of copyright law with various new technologies including the Internet. In addition to the relevant legal doctrines, the class will survey policy considerations and the normative justifications--economic and others--that underlie these doctrines.

The course covers the basic elements of copyright law. Special emphasis will be put on the interaction of copyright law with various new technologies including the Internet. In addition to the relevant legal doctrines, the class will survey policy considerations and the normative justifications--economic and others--that underlie these doctrines.

This is a hands-on drafting course focusing on IP and media rights, guided by a practitioner with over 35 years of experience in multinational transactions and litigation. We will begin with the building blocks of conveyances-- grants, licenses and other mechanisms to permit or prohibit the exploitation of IP in copyright and related (trademark, trade secret and right of publicity) areas in a variety of fields: media, entertainment and information/content delivery. Rather than limiting study to existing contract language and case law (both helpful), we craft the necessary language through participatory in-class and take home drafting exercises with two objectives in mind: the object of the contract or other document and knowledge of relevant substantive law. The goal is to enable the student to develop a working understanding of operative IP-centric provisions and a skill set to craft language based on an informed understanding of these provisions, which takes account of the business practices and conventions of various industries in which these contract clauses function. 

Prerequisites: completion of copyright or other IP courses or equivalent work-related experience. Course open only to applicants with approval of professor.

Non-Law students: this course assumes some familiarity with IP law or practice based on work experience. Though basic law is included in course text, any student who wishes to reach out to professor to confirm qualifications is welcome to do so.

Method of Evaluation: graded in-term take home exercises plus final drafting exercises (floating).

Materials: Professor to provide; third party reference materials available online or in library.

This is a hands-on drafting course focusing on IP and media rights, guided by a practitioner with over 35 years of experience in multinational transactions and litigation. We will begin with the building blocks of conveyances-- grants, licenses and other mechanisms to permit or prohibit the exploitation of IP in copyright and related (trademark, trade secret and right of publicity) areas in a variety of fields: media, entertainment and information/content delivery. Rather than limiting study to existing contract language and case law (both helpful), we craft the necessary language through participatory in-class and take home drafting exercises with two objectives in mind: the object of the contract or other document and knowledge of relevant substantive law. The goal is to enable the student to develop a working understanding of operative IP-centric provisions and a skill set to craft language based on an informed understanding of these provisions, which takes account of the business practices and conventions of various industries in which these contract clauses function. 

Prerequisites: completion of copyright or other IP courses or equivalent work-related experience. Course open only to applicants with approval of professor.

Method of Evaluation: graded in-term take home exercises plus final drafting exercises (floating).

Materials: Professor to provide; third party reference materials available online or in library.

In this 1 credit, seminar-styled class, we will explore a number of different and somewhat disconnected legal approaches used to hold corporations accountable for their environmental and public harms.  Weekly topics include false advertising claims, public nuisance; SEC disclosures; enforcement of regulatory requirements; right-to-know disclosures; and others.  The structure of the class and readings are set out by the professor, but the fifty minute weekly discussions will be led by student teams that rotate on a weekly basis.  The final grade will be based on the quality of the participatory contributions made throughout the semester; the quality of the specific classes led by the student; and twelve, short blog posts on the weekly readings.  Limit 14.

The Preface to the casebook notes that the “lines between law and business are increasingly vanishing. Corporate leaders routinely ask their lawyers for business advice . . .” This course is designed to provide the legal and related business background to respond to such questions as:

How can, or should, a firm obtain financing at different stages in its life, and what laws, regulations and evolving market practices affect the answers to that question?

When and in what form should investors anticipate returns?

How might some participants in the firm’s ecosystem—“stakeholders”—be affected by any given strategy?

Such questions occupy the heart of this field; the course aims to address issues at the intersection of law and business. Again from the Preface: “In many respects, this class can be considered a continuation of the foundational course in business associations. But fundamentally, this class is about deals,” their structure and their legal attributes and consequences. It will be assumed that students have some familiarity with the time value of money and related concepts through their prior experience, the Short Course in Financial Methods for Lawyers, or the equivalent. (If there are doubts, please contact the Professor at: simon.lorne@law.utexas.edu .)

This course provides an introduction to the theory, the methods, and the concerns of corporate finance. Representative questions include: How, and for what purposes, is a corporation valued? When should firms finance themselves by issuing equity vs. issuing debt, and what types of those instruments might they issue? What means are available to minimize risk (hedging, etc.)? When should firms pay dividends? What is the difference between dividends and stock buy-backs? What is the role of mergers and acquisitions in the context of corporate finance? No prior background in economics or finance is required or expected. This course will not address the legal rules governing financial markets and institutions. Students interested in these issues may want to consider attending Professor Hu’s seminar “Modern Corporate Governance and Finance,” which can be taken concurrently.

The first objective of the course will be to help prepare future corporate and non-profit Directors to fulfill their fiduciary duties of care and loyalty to the organizations that they will serve. We will do this by examining a wide variety of issues that Directors must deal with on a regular basis. These include balancing efforts between establishing quarterly and yearly performance targets and building strong companies that can sustain above-market financial performance in the future. Directors must also manage business and political relationships, initiate and integrate acquisitions, create/change corporate culture, continually align the organization structure to the business strategy, allocate resources for a variety of corporate initiatives, deal with issues of corporate governance, succession planning, executive compensation, and learn to navigate through potential public relations disasters. We will examine as many of these topics as time permits.

The second objective of this course will be to understand the nature and scope of corporate Boards from the perspective of society, social and economic interest and what can be done to prevent some of the more publicized corporate governance failures. We will examine several of the more highly publicized corporate failures as well as what action Congress has taken to address corporate malfeasance, and the recommendations that have been made by social critics. The course is directed primarily at graduate business students and law students who expect to serve either as advisors to Boards of Directors or on Boards of Directors of public companies or non-profit organizations. While most of the course will focus on established public companies, much of the course content will be useful to those individuals who are primarily interested in entrepreneurial organizations, family corporations, or public sector non-profit entities. This course will have three distinct instructional formats. Professor Cunningham will lecture to the class to help provide all of the students with a fundamental knowledge of how Boards of Directors function in both for-profit and not-for-profit organizations. He will also focus on the different roles the Boards play in both large and small organizations.

The third format of the class will be to invite guest speakers to address the students who are involved in a wide variety of real world governance issues. The guests will be encouraged to provide ample opportunity for questions during their presentations. The individuals that will be invited to speak to the class will include a mix of entrepreneurs, senior executives from major corporations, directors of public and private entities, politicians, leaders of non-profit entities, corporate lawyers and partners of major accounting firms.

Learning Outcomes

Eleven of the key learning outcomes that we will focus on in class are listed below. 

1. The role of corporate boards in a capitalistic economy.
2. The duties of corporate directors.
3. The relationship between the corporation and the board.
4. Effective structure of corporate boards.
5. The importance of legal constraints on director’s actions.
6. The design of an impact of constructive corporate culture.
7. Identification of the macro environmental factors.
8. The creation of the succession process for management and the board.
9. Management of corporate crises.
10. The structure and compensation program for executives and directors.
11. The role of activist investors.

Optional Lunch on Wednesday, October 16 at Noon

There will be an optional lunch with Doris Kearns Goodwin.  Dr. Goodwin worked in the Johnson administration and assisted President Johnson in writing his best-selling memoir Lyndon Johnson and the American Dream.  She was the winner of the Pulitzer Prize for her book No Ordinary Time: Franklin and Eleanor Roosevelt: The Home Front in World War II.  She also earned the Lincoln Prize for her book Team of Rivals and the Carnegie Medal for her book The Bully Pulpit.  Invitations to the lunch will be sent closer to the date. 

The first objective of the course will be to help prepare future corporate and non-profit Directors to fulfill their fiduciary duties of care and loyalty to the organizations that they will serve. We will do this by examining a wide variety of issues that Directors must deal with on a regular basis. These include balancing efforts between establishing quarterly and yearly performance targets and building strong companies that can sustain above-market financial performance in the future. Directors must also manage business and political relationships, initiate and integrate acquisitions, create/change corporate culture, continually align the organization structure to the business strategy, allocate resources for a variety of corporate initiatives, deal with issues of corporate governance, succession planning, executive compensation, and learn to navigate through potential public relations disasters. We will examine as many of these topics as time permits.

The second objective of this course will be to understand the nature and scope of corporate Boards from the perspective of society, social and economic interest and what can be done to prevent some of the more publicized corporate governance failures. We will examine several of the more highly publicized corporate failures as well as what action Congress has taken to address corporate malfeasance, and the recommendations that have been made by social critics. The course is directed primarily at graduate business students and law students who expect to serve either as advisors to Boards of Directors or on Boards of Directors of public companies or non-profit organizations. While most of the course will focus on established public companies, much of the course content will be useful to those individuals who are primarily interested in entrepreneurial organizations, family corporations, or public sector non-profit entities. This course will have three distinct instructional formats. Professor Cunningham will lecture to the class to help provide all of the students with a fundamental knowledge of how Boards of Directors function in both for-profit and not-for-profit organizations. He will also focus on the different roles the Boards play in both large and small organizations.

The third format of the class will be to invite guest speakers to address the students who are involved in a wide variety of real world governance issues. The guests will be encouraged to provide ample opportunity for questions during their presentations. The individuals that will be invited to speak to the class will include a mix of entrepreneurs, senior executives from major corporations, directors of public and private entities, politicians, leaders of non-profit entities, corporate lawyers and partners of major accounting firms.

The first objective of the course will be to help prepare future corporate and non-profit Directors to fulfill their fiduciary duties of care and loyalty to the organizations that they will serve. We will do this by examining a wide variety of issues that Directors must deal with on a regular basis. These include balancing efforts between establishing quarterly and yearly performance targets and building strong companies that can sustain above-market financial performance in the future. Directors must also manage business and political relationships, initiate and integrate acquisitions, create/change corporate culture, continually align the organization structure to the business strategy, allocate resources for a variety of corporate initiatives, deal with issues of corporate governance, succession planning, executive compensation, and learn to navigate through potential public relations disasters. We will examine as many of these topics as time permits.

The second objective of this course will be to understand the nature and scope of corporate Boards from the perspective of society, social and economic interest and what can be done to prevent some of the more publicized corporate governance failures. We will examine several of the more highly publicized corporate failures as well as what action Congress has taken to address corporate malfeasance, and the recommendations that have been made by social critics. The course is directed primarily at graduate business students and law students who expect to serve either as advisors to Boards of Directors or on Boards of Directors of public companies or non-profit organizations. While most of the course will focus on established public companies, much of the course content will be useful to those individuals who are primarily interested in entrepreneurial organizations, family corporations, or public sector non-profit entities. This course will have three distinct instructional formats. Professor Cunningham will lecture to the class to help provide all of the students with a fundamental knowledge of how Boards of Directors function in both for-profit and not-for-profit organizations. He will also focus on the different roles the Boards play in both large and small organizations.

The third format of the class will be to invite guest speakers to address the students who are involved in a wide variety of real world governance issues. The guests will be encouraged to provide ample opportunity for questions during their presentations. The individuals that will be invited to speak to the class will include a mix of entrepreneurs, senior executives from major corporations, directors of public and private entities, politicians, leaders of non-profit entities, corporate lawyers and partners of major accounting firms.

Learning Outcomes

Eleven of the key learning outcomes that we will focus on in class are listed below. 

1. The role of corporate boards in a capitalistic economy.
2. The duties of corporate directors.
3. The relationship between the corporation and the board.
4. Effective structure of corporate boards.
5. The importance of legal constraints on director’s actions.
6. The design of an impact of constructive corporate culture.
7. Identification of the macro environmental factors.
8. The creation of the succession process for management and the board.
9. Management of corporate crises.
10. The structure and compensation program for executives and directors.
11. The role of activist investors.

Optional Lunch on Wednesday, October 16 at Noon

There will be an optional lunch with Doris Kearns Goodwin.  Dr. Goodwin worked in the Johnson administration and assisted President Johnson in writing his best-selling memoir Lyndon Johnson and the American Dream.  She was the winner of the Pulitzer Prize for her book No Ordinary Time: Franklin and Eleanor Roosevelt: The Home Front in World War II.  She also earned the Lincoln Prize for her book Team of Rivals and the Carnegie Medal for her book The Bully Pulpit.  Invitations to the lunch will be sent closer to the date. 

The first objective of the course will be to help prepare future corporate and non-profit Directors to fulfill their fiduciary duties of care and loyalty to the organizations that they will serve. We will do this by examining a wide variety of issues that Directors must deal with on a regular basis. These include balancing efforts between establishing quarterly and yearly performance targets and building strong companies that can sustain above-market financial performance in the future. Directors must also manage business and political relationships, initiate and integrate acquisitions, create/change corporate culture, continually align the organization structure to the business strategy, allocate resources for a variety of corporate initiatives, deal with issues of corporate governance, succession planning, executive compensation, and learn to navigate through potential public relations disasters. We will examine as many of these topics as time permits.

The second objective of this course will be to understand the nature and scope of corporate Boards from the perspective of society, social and economic interest and what can be done to prevent some of the more publicized corporate governance failures. We will examine several of the more highly publicized corporate failures as well as what action Congress has taken to address corporate malfeasance, and the recommendations that have been made by social critics. The course is directed primarily at graduate business students and law students who expect to serve either as advisors to Boards of Directors or on Boards of Directors of public companies or non-profit organizations. While most of the course will focus on established public companies, much of the course content will be useful to those individuals who are primarily interested in entrepreneurial organizations, family corporations, or public sector non-profit entities. This course will have three distinct instructional formats. Professor Cunningham will lecture to the class to help provide all of the students with a fundamental knowledge of how Boards of Directors function in both for-profit and not-for-profit organizations. He will also focus on the different roles the Boards play in both large and small organizations.

The third format of the class will be to invite guest speakers to address the students who are involved in a wide variety of real world governance issues. The guests will be encouraged to provide ample opportunity for questions during their presentations. The individuals that will be invited to speak to the class will include a mix of entrepreneurs, senior executives from major corporations, directors of public and private entities, politicians, leaders of non-profit entities, corporate lawyers and partners of major accounting firms.