Strategic International Commercial Transactions

This course is designed to introduce the student to several of the most frequently encountered types of strategic international business arrangements -- including mergers and acquisitions, joint ventures and strategic alliances, project finance, intellectual property licensing, and international private equity and venture capital transactions. We will compare and contrast deal elements common to international transactions of varying types. In addition, we will look at how specific elements of the U.S. regulatory environment and foreign regulatory environments affect international transactions and will consider what kinds of barriers -- legal, financial, cultural, commercial, practical, and ethical -- businesses face in cross-border deals. What are the elements which make a transaction truly international? How do international transactions differ from purely domestic ones? What is the role of the lawyer in international transactions? This course is targeted to JD, LLM, and MBA students who are interested in learning more about international corporate law and business. We will be taking a decidedly hands on, practical approach, which will include close scrutiny and examination of actual deal agreements and related documents. The class is a basic, survey-style course, intended as an introduction to the world of international deal-making for the relatively uninitiated -- students with significant deal-making experience may find it insufficiently challenging. Students will be responsible for reading assignments, class participation, and preparation of an 8-10 page mid-term take-home client memo. In lieu of a final exam, all students will be expected to prepare, individually, a 25-30 page research paper on a topic of international business law as agreed upon with the instructor. A select number of students will have the opportunity to present the results of their research to the class in an oral presentation. JD minor writing credit granted upon completion. LLM writing credit granted upon completion.

We will be following a modified and accelerated Monday/Wednesday evening schedule, as follows: Class will meet the following 6 Monday evenings from 6:20 pm - 8:30 pm (with a break from 7:20 pm - 7:30 pm ): September 11th, 18th, 25th, October 16th, 23rd, and 30th, and the following 6 Wednesday evenings from 6:20 pm - 8:30 pm (with a break from 7:20 pm - 7:30 pm): September 13th, 20th, 27th, October 18th, 25th and November 1st. Notably, class will not meet during the two-week period from October 2nd through October 13th. The last class of the semester will be on Wednesday November 1st. All take-home midterms will be assigned on Wednesday, September 20th and will be due on the following Monday, September 25th. First MBA papers will be due on Monday, November 6th; and second MBA papers and all final JD and LLM papers will be due on Monday, December 4th.

Reading Materials: Various handouts, articles, sample agreements and other documents to be made available by the Instructor.

Waitlisted students will be selected by Professor Vecchio.