Inside the Corporation: Strategic Legal Decision-Making

Registration Status: Open

Course Information

Registration Information

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Evaluation Method

Type Date Time Location
Final exam May 6, 2027
Midterm exam
Other

Description

Taught by Nestor Ho.

The most consequential matters faced by in-house counsel rarely present themselves as conventional legal problems This seminar examines how senior corporate lawyers actually manage strategic legal matters from the inside. Students will assume the role of a public-company CLO confronting extended simulations of critical decisions. These matters involve law, but they also involve incomplete information, business strategy, valuation, personalities, incentives, timing, communications, reputation, and risk. The objective is not to teach students to identify every legal issue. It is to develop the judgment, process discipline, and institutional perspective required of lawyers advising senior executives and boards on decisions with potentially transformative consequences. Rather than studying these matters primarily through cases and doctrine, we will reconstruct the decision process. What information does the CLO need? Who needs to know what, and when? What does the board need to decide? How should outside counsel be used? How does the CLO distinguish a legal risk from a business risk? What happens when advisers disagree? How should the company make a decision when every available option carries substantial risk?