Course Schedule

This course provides an introduction to the law that governs corporations and unincorporated business associations. Among the topics this course may cover are the law of agency, which provides the foundation for discussion of the most common business associations; legal issues related to partnerships and LLCs; and corporations, including limited liability, piercing the corporate veil, the business judgment rule, fiduciary duties, and basic concepts in securities law.

A student may not receive credit for both Business Associations for LLMs and Business Associations or Business Associations (Enriched) or Corporations.

This course provides an introduction to the law that governs corporations and unincorporated business associations. Among the topics this course may cover are the law of agency, which provides the foundation for discussion of the most common business associations; legal issues related to partnerships and LLCs; and corporations, including limited liability, piercing the corporate veil, the business judgment rule, fiduciary duties, and basic concepts in securities law.

A student may not receive credit for both Business Associations for LLMs and Business Associations or Business Associations (Enriched) or Corporations.

This course is an introduction to the basic legal rules governing corporations. The course will focus on publicly held corporations. Among the topics covered will be fiduciary duties, conflict-of-interest transactions, executive compensation, reorganizations and control transactions, shareholder voting rights, and shareholder derivative suits. Issues relating to partnerships and securities law may also be reviewed. A student may not receive credit for both Business Associations for LLMs and Business Associations or Business Associations (Enriched) or Corporations.

This course is an introduction to the basic legal rules governing corporations. The course will focus on publicly held corporations. Among the topics covered will be fiduciary duties, conflict-of-interest transactions, executive compensation, reorganizations and control transactions, shareholder voting rights, and shareholder derivative suits. Issues relating to partnerships and securities law may also be reviewed. A student may not receive credit for both Business Associations for LLMs and Business Associations or Business Associations (Enriched) or Corporations.

Many law school courses deal with either (1) asserting or defending against responsibility for something that went wrong—the contract that was arguably breached, the board of directors that may have failed in its responsibilities, the can of soda that exploded, the title to property that was defective, or (2) the “plumbing” of the legal system—civil and criminal procedure, evidence, remedies, appeals and the like.  This course has some of those elements, but also some fundamentally different elements: it deals with the internal control functions—described by one author as the functions that establish and confirm “conformity between . . . action and a rule or standard,” the latter being determined by law, regulation or an organization’s policies. These roles within an organization—compliance, internal audit and many parts of the legal department— principally focus on gaining an awareness of potential problems and establishing processes to avoid them, thereby avoiding resultant crises for the organization.

These functions are responsible for establishing policies and procedures designed to avoid, or detect at an early stage, instances in which personnel fail to conform to mandates established by law, regulation or organizational policies. As such, the functions include counseling personnel when questions arise and establishing “early warning” systems to detect and respond to instances of variance from required standards. They, but especially the compliance function, increasingly provide high-level, challenging employment opportunities for lawyers.

The course will examine the roles of these functions within an organization and their relationships to other organizational roles and to regulatory agencies. It will also examine a number of current or recent situations in which problems—crises for the organizations involved—have been uncovered and will consider how more effective programs might have unearthed them earlier, in time to avoid the crisis. Quite often (and contrary to the popular image), the best service a lawyer can perform for her client, but one that is invisible to public awareness, is to foresee a potential issue and counsel practices that avoid its occurrence. This course will provide tools that are important to that endeavor. The course will require a final exam (open book without internet access). Course materials will be provided by the instructor and there will be no casebook.

Many law school courses deal with the role of the “outside” lawyer as advocate for the client in a litigation setting or in counseling clients more generally.  By contrast, this course deals with the compliance function—described by one author as the function that establishes and confirms “conformity between . . . action and a rule or standard,” the latter being determined by law, regulation or an organization’s policies.  The compliance role within an organization principally focuses on avoiding problems (and resultant crises for the organization) by establishing policies designed to ensure that personnel conform to legal and regulatory requirements, counseling personnel when questions arise and establishing “early warning” systems to detect and respond to instances of possible malfeasance. It is also one of the organizational roles currently providing the most employment opportunities for lawyers—a law degree (or bar admission) may not technically be required to serve as a compliance officer, but it is increasingly seen by organizations as desirable, and is often becoming a requirement. The course will examine the role of the compliance function within a corporation or other organization and its relationship to other organizational roles and to regulatory agencies.  It will also examine a number of current or recent situations in which problems—crises for the organizations involved—have been uncovered and will consider how more effective compliance programs might have unearthed them earlier, in time to avoid the crisis. Quite often (and contrary to the popular image), the best service a lawyer can perform for her client, but one that is invisible to public awareness, is to foresee a potential issue and adopt changes that avoid its occurrence. This course will provide some of the tools useful in that endeavor. The course will require two short (2-3 pages) papers and one longer paper (10-15 pages) in lieu of an exam.

This colloquium-style course will explore the legal challenges and implications of the COVID-19 pandemic. Students will read a range of materials that will include law review articles and congressional testimony. This course is interdisciplinary and will feature guest lecturers who are professors at the University of Texas.

The pandemic affected a wide range of public and private laws. Topics we will explore include public health and science implications of COVID-19, how the pandemic exacerbated inequalities for marginalized or vulnerable populations, how privacy, criminal, election, or other public laws were re-examined (or revised) during the pandemic and how private relationships between landlords and tenants or banks and customers were affected during the pandemic.

We may also consider how federal and state tax, employment, and anti-discrimination laws protected or harmed people during the pandemic, how dispute resolution and judicial systems were derailed or re-imagined during the pandemic, and how emergency declarations (including stay-at-home or business shutdown orders) were crafted, applied (or struck down) during the pandemic.

While the cannabis industry continues to grow across the US, cannabis regulation has never been more in flux at all levels of government. This course will discuss the central legal issues in the creation, growth and adaptation of the state-authorized THC-cannabis and Hemp-cannabis industries in the US.  This course will explore the patchwork of licensing regimes and regulatory requirements for THC-cannabis and Hemp-cannabis businesses.  This course will also explore the tension that exists between federal and state laws and how this tension creates unique challenges in farming, manufacturing, distribution, advertising, and banking among other issues of commerce.  This course will also discuss the challenging future of cannabis regulation from a federal, state, and local perspective.  Students will be expected to participate in discussion each week and in group projects taking place during class.  This course has no textbook and no specific prerequisites.  No technical background is required.  This course is designed for students to gain a practical understanding of how attorneys and other professionals work in these new and growing industries that are subject to ever-changing laws.  

This course will discuss the central legal issues in the creation and growth of the state-authorized THC-cannabis and Hemp-cannabis industries in the US.  This course will explore the patchwork of licensing regimes and regulatory requirements for THC-cannabis and Hemp-cannabis businesses.  This course will also explore the tension that exists between federal and state laws and how this tension creates unique challenges in farming, manufacturing, distribution, advertising, and banking among other issues of commerce.  This course will also discuss the future of cannabis regulation from a federal, state, and local perspective.  Students will be expected to participate in discussion each week and in group projects taking place during class.  This course has no textbook and no specific prerequisites.  No technical background is required.  This course is designed for students to gain a practical understanding of how attorneys and other professionals work in these new and growing industries that are constantly in regulatory flux. 

This course will discuss the central legal issues in the creation and growth of the state-authorized THC-cannabis and Hemp-cannabis industries in the US.  This course will explore the patchwork of licensing regimes and regulatory requirements for THC-cannabis and Hemp-cannabis businesses.  This course will also explore the tension that exists between federal and state laws and how this tension creates unique challenges in farming, manufacturing, distribution, advertising, banking, insurance, and employment-related matters among other issues of commerce.  This course will also discuss the future of cannabis regulation from a federal, state, and local perspective.  Students will be expected to participate in discussion each week and in periodic group projects taking place during class.  This course has no specific prerequisites.  No technical background is required.  

This course will examine some general jurisprudential and moral issues related to the American system of capital punishment. The course will focus primarily on the development of the law governing capital punishment in the United States since 1970. Some of the main themes include: the legal structure of the Supreme Court's post-1970 death penalty jurisprudence, the scope of available appellate and post-conviction review in capital cases (particularly federal habeas review), the ubiquitous problems surrounding the representation afforded indigent capital defendants, proportionality limits on the imposition of the death penalty for various offenders (e.g., juveniles and persons with mental retardation), the role of racial discrimination in the administration of the death penalty, and the likely trajectory of the American death penalty. The course will be graded on a letter-grade basis for all students. This course will satisfy the constitutional law II requirement.

This course will examine some general jurisprudential and moral issues related to the American system of capital punishment. The course will focus primarily on the development of the law governing capital punishment in the United States since 1970. Some of the main themes include: the legal structure of the Supreme Court's post-1970 death penalty jurisprudence, the scope of available appellate and post-conviction review in capital cases (particularly federal habeas review), the ubiquitous problems surrounding the representation afforded indigent capital defendants, proportionality limits on the imposition of the death penalty for various offenders (e.g., juveniles and persons with intellectual disability), the role of racial discrimination in the administration of the death penalty, and the likely trajectory of the American death penalty. The course will be graded on a letter-grade basis for all students. Grades will be based upon an open-book final examination.

This course will examine some general jurisprudential and moral issues related to the American system of capital punishment. The course will focus primarily on the development of the law governing capital punishment in the United States since 1970. Some of the main themes include: the legal structure of the Supreme Court's post-1970 death penalty jurisprudence, the scope of available appellate and post-conviction review in capital cases (particularly federal habeas review), the ubiquitous problems surrounding the representation afforded indigent capital defendants, proportionality limits on the imposition of the death penalty for various offenders (e.g., juveniles and persons with mental retardation), the role of racial discrimination in the administration of the death penalty, and the likely trajectory of the American death penalty. The course will be graded on a letter-grade basis for all students. This course will satisfy the constitutional law II requirement.

This course will examine some general jurisprudential and moral issues related to the American system of capital punishment. The course will focus primarily on the development of the law governing capital punishment in the United States since 1970. Some of the main themes include: the legal structure of the Supreme Court's post-1970 death penalty jurisprudence, the scope of available appellate and post-conviction review in capital cases (particularly federal habeas review), the ubiquitous problems surrounding the representation afforded indigent capital defendants, proportionality limits on the imposition of the death penalty for various offenders (e.g., juveniles and persons with intellectual disability), the role of racial discrimination in the administration of the death penalty, and the likely trajectory of the American death penalty. The course will be graded on a letter-grade basis for all students. Grades will be based upon an open-book final examination.

This course will examine some general jurisprudential and moral issues related to the American system of capital punishment. The course will focus primarily on the development of the law governing capital punishment in the United States since 1970. Some of the main themes include: the legal structure of the Supreme Court's post-1970 death penalty jurisprudence, the scope of available appellate and post-conviction review in capital cases (particularly federal habeas review), the ubiquitous problems surrounding the representation afforded indigent capital defendants, proportionality limits on the imposition of the death penalty for various offenders (e.g., juveniles and persons with mental retardation), the role of racial discrimination in the administration of the death penalty, and the likely trajectory of the American death penalty. The course will be graded on a letter-grade basis for all students.  This course will satisfy the constitutional law II requirement.

This course will examine some general jurisprudential and moral issues related to the American system of capital punishment. The course will focus primarily on the development of the law governing capital punishment in the United States since 1970. Some of the main themes include: the legal structure of the Supreme Court's post-1970 death penalty jurisprudence, the scope of available appellate and post-conviction review in capital cases (particularly federal habeas review), the ubiquitous problems surrounding the representation afforded indigent capital defendants, proportionality limits on the imposition of the death penalty for various offenders (e.g., juveniles and persons with mental retardation), the role of racial discrimination in the administration of the death penalty, and the likely trajectory of the American death penalty. The course will be graded on a letter-grade basis for all students.  This course will satisfy the constitutional law II requirement.

This course will examine some general jurisprudential and moral issues related to the American system of capital punishment. The course will focus primarily on the development of the law governing capital punishment in the United States since 1970. Some of the main themes include: the legal structure of the Supreme Court's post-1970 death penalty jurisprudence, the scope of available appellate and post-conviction review in capital cases (particularly federal habeas review), the ubiquitous problems surrounding the representation afforded indigent capital defendants, proportionality limits on the imposition of the death penalty for various offenders (e.g., juveniles and persons with intellectual disability), the role of racial discrimination in the administration of the death penalty, and the likely trajectory of the American death penalty. The course will be graded on a letter-grade basis for all students who are not taking the class credit/fail, and will satisfy the constitutional law II requirement. Grades will be based upon an open-book final examination.

This course will examine some general jurisprudential and moral issues related to the American system of capital punishment. The course will focus primarily on the development of the law governing capital punishment in the United States since 1970. Some of the main themes include: the legal structure of the Supreme Court's post-1970 death penalty jurisprudence, the scope of available appellate and post-conviction review in capital cases (particularly federal habeas review), the ubiquitous problems surrounding the representation afforded indigent capital defendants, proportionality limits on the imposition of the death penalty for various offenders (e.g., juveniles and persons with intellectual disability), the role of racial discrimination in the administration of the death penalty, and the likely trajectory of the American death penalty. The course will be graded on a letter-grade basis for all students who are not taking the class credit/fail, and will satisfy the constitutional law II requirement. Grades will be based upon an open-book final examination.

This course will examine some general jurisprudential and moral issues related to the American system of capital punishment. The course will focus primarily on the development of the law governing capital punishment in the United States since 1970. Some of the main themes include: the legal structure of the Supreme Court's post-1970 death penalty jurisprudence, the scope of available appellate and post-conviction review in capital cases (particularly federal habeas review), the ubiquitous problems surrounding the representation afforded indigent capital defendants, proportionality limits on the imposition of the death penalty for various offenders (e.g., juveniles and persons with mental retardation), the role of racial discrimination in the administration of the death penalty, and the likely trajectory of the American death penalty. The course will be graded on a letter-grade basis for all students.  This course will satisfy the constitutional law II requirement.

This course will examine some general jurisprudential and moral issues related to the American system of capital punishment. The course will focus primarily on the development of the law governing capital punishment in the United States since 1970. Some of the main themes include: the legal structure of the Supreme Court's post-1970 death penalty jurisprudence, the scope of available appellate and post-conviction review in capital cases (particularly federal habeas review), the ubiquitous problems surrounding the representation afforded indigent capital defendants, proportionality limits on the imposition of the death penalty for various offenders (e.g., juveniles and persons with mental retardation), the role of racial discrimination in the administration of the death penalty, and the likely trajectory of the American death penalty. The course will be graded on a letter-grade basis for all students.  This course will satisfy the constitutional law II requirement.

This course will examine some general jurisprudential and moral issues related to the American system of capital punishment. The course will focus primarily on the development of the law governing capital punishment in the United States since 1970. Some of the main themes include: the legal structure of the Supreme Court's post-1970 death penalty jurisprudence, the scope of available appellate and post-conviction review in capital cases (particularly federal habeas review), the ubiquitous problems surrounding the representation afforded indigent capital defendants, proportionality limits on the imposition of the death penalty for various offenders (e.g., juveniles and persons with intellectual disability), the role of racial discrimination in the administration of the death penalty, and the likely trajectory of the American death penalty. The course will be graded on a letter-grade basis for all students.  This course will satisfy the constitutional law II requirement.