This course helps law students understand the legal implications of a company’s capital structure and finances. It is designed to assist students who are interested in either transactional law or commercial litigation. The course begins with a discussion of valuation concepts. It then moves to a legal analysis of the rights and claims that attach to various securities, beginning with contractual rights of bondholders and convertible security holders. It also considers the contractual and extracontractual rights of preferred shareholders, and finally takes up the dividend and control rights of common stockholders, and fiduciary obligations of directors. The conflicts that arise between security holders, and the implications of the allocation of control rights among security holders for corporate governance, and for public policy, are common themes throughout the course. The following course is strongly recommended, but not required, to be taken before or concurrently with Corporate Finance: Business Associations.
Current & Previous Instructors:
|538B (CRN: ) Credits: 3|
Spring, 2016 (Day).
Mon, Wed: 10:25-11:50