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Governance, Risk Management & Compliance (LAWS 4561)

Course Info

This course deals with the institutional dynamics that allow compliance officers to interact with business owners and regulators in order to properly risk-manage compliance requirements while creating and enforcing a code of conduct that champions an ethical corporate culture. The students are introduced to the Code of Ethics and corporate governance, including the role of the board of directors and executives in managing firms and overseeing risk management and regulatory compliance. The course covers the detection and handling of potential compliance lapses, including the conduct of investigations and the role of whistleblowers and attorney advisors. Students will explore the broader compliance functions of social responsibility, sustainability, and human rights. This course will be useful as a foundation for any student studying any highly regulated field where risk management is required, such as in the health care or finance settings.


Prof. Eric C. Chaffee

Eric C. Chaffee is the Peter M. Gerhart Distinguished Research Scholar and associate director of the Center for Business Law. He is joining us from the University of Toledo, where he was a Distinguished University Professor.

The following is from the University of Toledo website:

His scholarship focuses on business law with an emphasis on compliance, cyberlaw, securities regulation, taxation, and business ethics. He is an author of the leading treatise on securities regulation in cyberspace. He is currently working on a treatise on the essential nature of the corporate form for Cambridge University Press. His work has been accepted for publication in numerous law reviews, including the Boston College Law Review, Ohio State Law Journal, UC Davis Law Review, and Washington and Lee Law Review. He has published articles in specialty journals at various institutions, including Stanford Law School, New York University School of Law, University of Pennsylvania Law School, and University of Michigan Law School.

Professor Chaffee is regularly invited to speak at symposia, conferences, workshops, and other events across the United States and abroad. He has presented at a variety of prestigious institutions, including Harvard Law School, University of Chicago Law School, and Georgetown University Law Center. In addition, he has lectured at institutions throughout Europe and China.

Professor Chaffee is actively involved in various legal professional organizations. He is an elected member of the American Law Institute and a Fellow of the American Bar Foundation. He has served as chair of the Section on Securities Regulation of the American Association of Law Schools and chair of the Section on Scholarship of that institution as well. He is also a co-founder of the National Business Law Scholars Conference (the leading business law academic conference in the United States), and he currently sits on the executive committee of that organization.

Professor Chaffee is a sought-after legal commentator. He has been interviewed and quoted by numerous news outlets—including BBC News, Bloomberg, The Chicago Tribune, CNBC, CNN, The National Law Journal, NPR, Reuters, U.S. News & World Report, and The Wall Street Journal—on a variety of legal topics.

Before entering the legal academy, Professor Chaffee was an attorney with Jones Day, where he handled civil and criminal matters for numerous Fortune 500 companies. As a law student, he also spent time working at Legal Aid in both Philadelphia and Ohio. Throughout his career, Professor Chaffee has worked with tax-exempt nonprofit organizations, including serving on several boards and advising various institutions on legal issues.

Professor Chaffee is licensed to practice law in Ohio. He earned his law degree from the University of Pennsylvania Law School and his undergraduate degree from The Ohio State University.


The syllabus for your course is available on Canvas.


Study Aids

These study aids are available online.  Please click the hyperlinked title to view them. For instructions on how to use the specific platforms, including troubleshooting, please view Andy Dorchak's Study Aids Research Guide.


Computer-Aided Legal Instruction (CALI) requires an authorization code to use. If you do not have a CALI account, please contact Kieran Layton or the reference desk for assistance.

CALI (Computer Assisted Legal Instruction) Corporations lessons

Audio Guides

 Course Guides