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Corporate Finance (LAW-856-001)
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LAW-856-001: Corporate Finance
This class is intended as a survey class on corporate finance, its functions in the business of the corporation and the legal structures of contract and corporate law that underpin the basic instruments of corporate finance - stock, preferred stock, varieties of debt, and other aspects of capital raising. As a survey class, it is conceived as an introductory class following Business Associations, rather than as a capstone course following courses in the specific areas of commercial, finance, and financial institutions law that are the legal tools of the course. The emphasis is on a combination of understanding the business functions of these instruments, why business decision-makers need to raise capital and make choices between mechanisms for raising capital - along with the legal aspects that lawyers need to know about these instruments in order to advise business clients. Students who come to law school with a strong background in business or finance will probably find that this course is too elementary for them, and they would be better off taking the doctrinal classes that this survey course introduces to students. For students without a prior background in business, this course can be taken alongside doctrinal courses in business and commercial law. The textbook (instructor is still making a final decision) will follow the basic structure of the balance sheet in financial accounting, and so will the class, although it requires no knowledge of accounting and it is not an accounting class (or substitute for one). Some very basic accounting concepts will be introduced, as well as the concepts underlying the time value of money and interest rates. Basic concepts from finance, such as risk, return, control, cost of capital, diversification, etc., will be introduced as well, with some supplemental reading on these concepts. However, these will be introduced conceptually, rather than using finance math. In addition, the course will have distinctly legal and practical component, using a practitioner’s handbook on corporate finance drafting of contracts, covenants, terms and conditions to explore how the corporate finance is captured in contractual documents. The course will also discuss the financial markets in which capital is raised. The course will introduce (but not delve into) the other modern function of corporate finance - risk management - though the focus of the course is on capital raising instruments. This is a survey course, and a wide range of topics in law and business of corporate finance will be given an introduction. Students will be required to buy textbook and supplement, text on corporate finance contract drafting, access additional course materials on mywcl, and obtain a student subscription to the Wall Street Journal and read its finance articles. Students are required to turn in a short paragraph on the class reading as they arrive for each class session. Final exam (no paper; final paper in lieu of final exam not permitted, including for LLM students), but will be take-home exam, unlimited time but limited pages. Class participation encouraged and taken into account in grading.
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.
First Class Readings
Not available at this time.