Levin College of Law
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International Comparative Corporate Law

Course Number: LAW 6936 Credits: 2

This seminar will focus on international comparative corporate law (governance and regulations) in the US, the EU and Japan, to help students develop a theoretical understanding of corporate law beyond merely Delaware as well as prepare them for cross-border and global practice.  We’ll begin our study with a Chertok article summarizing the matter of Delaware as a benchmark for later comparisons.  Then, we’ll move on to focusing on an international comparative law casebook (Ventoruzzo) as well as major academic law review articles and news stories from around the globe.  Specific topics will include corporate law theory and history, corporate choice of law, “internal” relationships with “external” corporate constituencies (such as employees, creditors and the preferred), vertical and horizontal “internal” governance (money and power) for both public and private companies, care and loyalty fiduciary duties M&A and takeover issues as well as some securities laws.  To help students with problem solving for the Bar, Professor Chertok will provide some sample problems with individualized feedback on a non-graded basis.  Grading will be based on a seminar paper (which can be used to satisfy the law school’s advanced writing requirement) as well as class participation and a short mini-presentation of the seminar paper.  Professor Chertok will give students ample individual attention and guidance throughout their paper writing process.