Business Planning & Transactions

Business Planning and Transactions will be a four (4) credit hour course offered in the Spring semester 2008. The course will focus principally on matters pertaining to closely-held businesses. The following subjects will be addressed:
  • 1. Choice of entity decisions
  • 2. Capitalization and structuring of ownership interests (equity) and governance (power)
  • 3. Contractual/financial arrangements with high-level managers (whether or not part of ownership)
  • 4. Ownership buy-out agreements (aka Buy-Sell Agreements)
  • 5. Family business issues
  • 6. Obtaining capital to finance enterprises (including exposure to venture capital, "angels," private equity groups, and commercial bank lending)
  • 7. Introduction to franchising and franchise law
  • 8. Client development and ethical concerns
A significant portion of classroom time will be devoted to discussion problems, simulated negotiations, simulated client interviews, and close examination of applicable agreements (e.g., loan agreements; employment agreements; franchise agreements). There will be two "transactional" projects (see "Grading" below) and no final exam. The two projects will involve (i) drafting a management/outsourcing agreement, and (ii) negotiation and drafting of a combination shareholder/buy-sell agreement. Projects will be returned with written feedback. Course materials will include a textbook (Dwight Drake, Business Planning: Closely Held Enterprises), professor's materials, including background narrative, discussion problems, project problems, and a bibliography of library and electronic sources, and a small selection of cases and forms. Grading will be based primarily on the completed projects, but participation in discussion problems and simulations will also be taken into consideration. The class will be limited to twenty (20) students. Only students who have taken Business Associations will be allowed to register. Students will work on at least one of the two projects in teams of two.

Class Details

Meeting Days Time Location
Wednesday, Thursday, Friday 12:30 - 1:37 pm TNH 3.124
Evaluation Method Date Time Alpha Range Room

Additional Information

Course Type


Kadens, Michael G Kadens, Michael G