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Corporate Bankruptcy (LAW-625-001)
Prerequisite: LAW-611, BA
Corporate Bankruptcy- Professor Effross (Spring 2013)
Tuesdays, 1:30 – 3:20 p.m.
The bankruptcy reorganization process (Chapter 11) affords business entities (debtors) extraordinary forms of relief from the claims and legal actions of creditors, while attempting also to accommodate the interests of creditors, shareholders, stakeholders and the debtor’s directors and officers. Bankruptcy is one of today’s hottest, most intellectually exciting, and most “portable” (among firms and states) practice areas; it also has the virtues both of specialization (as a separate and intricate legal field) and universality (in its interaction with a wide variety of other areas of law).
This course examines not only the practical/operational details of representing different parties in the reorganization process but also the ongoing policy battles over Chapter 11’s philosophy, fairness, efficiency, effectiveness, and evolution.
Topics addressed include:
- alternatives to Chapter 11; pre-bankruptcy corporate planning; pre-bankruptcy strategies for creditors; eligibility for and entrance into Chapter 11 (versus Chapter 7 liquidation); bankruptcy jurisdiction, venue, and forum-shopping;
- types of creditors; avoidance powers; the automatic stay; obtaining and retaining property while reorganizing; treatment of claims and executory contracts in bankruptcy;
- special bankruptcy-related issues concerning: professional responsibility and legal ethics; tort liability; intellectual property; environmental law; corporate governance and fiduciary duties; and corporate social responsibility
- preparing and filing a reorganization plan and disclosure statement; obtaining confirmation of the reorganization plan; discharge; and
- involuntary Chapter 11 petitions and other special tactics of creditors.
Readings will include (1) selections from a casebook; (2) parts of a practitioner’s manual; and (3) handouts (to be distributed in class) containing pleadings filed in the Borders (bookstore) bankruptcy, caselaw, statutory and regulatory provisions, and material from law reviews, newspapers, magazines, and Web sites.
The examination will be an open-book take-home paper of 3,500 to 4,000 words-- on a specific topic to be distributed in class on Tuesday, April 23 (our final class session) and due by 5:00 p.m. on Wednesday, May 1 (the second day of exam period).
The Prerequisite for this course is LAW-611, Business Associations.
Textbooks and Other Materials
The textbook information on this page was provided by the instructor. Students should use this information when considering purchases from the AU Campus Store or other vendors. Students may check here to determine if books are currently available for purchase online.
Scarberry, Klee, Newton & Nickles, Business Reorganization in Bankruptcy: Cases and Materials (West- 4th ed. 2012)
Harvey J. Williamson, The Attorney’s Handbook on Small Business Reorganization Under Chapter 11 (Argyle Publishing- 8th ed. 2012)
First Class Readings
Before our first class (on Tuesday, January 15), please read pages 1-22 in the Scarberry casebook, as well as browse the Course Memorandum, Handout 1, and Handout A, which are now available from the Course Packet Distribution Center (window outside Room 465).
**Please note that the $20 fee for this initial handout covers the cost of all of the course’s handouts (the remainder of which will be distributed in class during the semester).
Because the University Bookstore has not always reliably obtained appropriate/enough/any copies of required books, you might consider other (including online) means of purchasing the Scarberry and Williamson books.