American Corporate Law: The Law and Economics of Corporate Practice

May 23 - June 23.
The corporate form has long dominated business organizations, especially in the United States. While there has been a trend to “go private”, large, publicly traded corporations still dominate. Understanding the core features of corporate law of the US state of Delaware where most large corporations are incorporated, is therefore of critical importance for legal practice in the US and elsewhere. The course will highlight areas of corporate law that are most distinctive of the Delaware approach, in particular the law of fiduciary duties, including recent developments in the space of shareholder litigation and derivative actions. Additionally, the course will situate Delaware’s corporate law in the broader field of business organizational law and the transactional work done in identifying alternative forms of business organizations that may be most suitable for a given transaction or multi-unit business organizations.

Methodologically, the course will combine doctrinal analysis of case law with a functional law-and-economics approach.