This course is an introduction to the law of business associations, including general and limited partnerships, limited liability companies, and corporations. The functions and relationships of enterprise participants, primarily promoters, equity owners, creditors, and managers are investigated. The course covers pre-organizational problems and then canvasses the roles of ownership and management, with emphasis on the special duties (fiduciary and other) imposed on certain participants in publicly and closely-held entities. The regulation of securities fraud, proxy voting and solicitations, and the issuance of securities under the federal securities laws is explored. Fundamental concepts of business financing, including valuation of the concern and claim structure, are investigated. Organic changes, including dissolutions, mergers, and tender offers, are discussed.
Prof. Charles R. Korsmo is a Professor of Law who teaches courses in corporate law, mergers & acquisitions, corporate finance and torts. Korsmo's articles have appeared in the Iowa Law Review, Washington Law Review, among others. His scholarship has been cited by the Delaware Court of Chancery, the U.S. Court of Appeals for the Second Circuit and in the New York Times and Wall Street Journal.
Prof. Anat Alon-Beck is an assistant professor of law. Her research focuses on corporate law and governance, particularly the shift in equities from public markets to private markets and the rise in the number of "unicorn" firms—privately held venture-capital backed startups that are valued at $1 billion or more.
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.