The course will also consider recent developments in federal preemption, the right of publicity, and some of the First Amendment problems of this area of law. An advanced corporations course examining the law and finance of corporate acquisitions and the capital structure of corporations. As opposed to the close corporations course, it deals chiefly with publicly held corporations. This course includes elements of financial and management theory as they relate to legal issues and planning. Federal income taxation of corporations and shareholders.
Special emphasis is placed on the problems of the close corporation.
This course deals with the laws governing the behavior of debtors and creditors in anticipation of and following the insolvency of the debtor. The course focuses on federal bankruptcy law and considers the state laws that coexist with the federal bankruptcy scheme. Through the use of problems, students will develop skill in planning for and resolving insolvency issues that arise in both consumer and commercial settings. This course analyzes business bankruptcies with emphasis upon reorganizations under Chapter 11 of the Bankruptcy Code. The course includes an analysis of the automatic stay, use of collateral, financing orders, executory contracts, complex avoiding problems such as fraudulent conveyance attacks on leveraged buyouts and intercorporate guaranties, and the proposal, acceptance and confirmation of Chapter 11 plans.