- Learn a body of transactional law and pick up drafting and negotiation skills in the process. Learning how to create value alone and with others. Crafting agreements
Section 001, Fall 2018
The course is intended to provide an introduction to the fascinating, three-dimensional world of real estate development, one of the only fields of law practice where you can physically observe the results of your work. Other than real estate financing, we will cover the most important subjects. Each class will build upon the lessons and materials learned in the prior class; and each topic will include an overview of the participants (potential future clients), the key contractual elements for agreements, and discussion of the most important issues.
We will begin with a general discussion of development and the players. We will analyze a property, look at what due diligenceÂ is about, and what goes in a Letter of Intent. The next class on creating the development entity will examine the attributes of different development entities. In that context, we will explain why LLC's are so popular. A few classes later we will explore how to bring capability and resources of the participants together in a joint venture.
Zoning and related land use laws are foundational to the feasibility and dimensions of a project. We will have an expert guest come talk with us on that subject. Environmental regulations and risks are also formative, from environmental reviews (including an environmental impact statement or EIS) to hazardous waste-related liability, and its remediation, to the need for permits.
With these fundamental aspects under our belts, we move on to site controlÃâÃÂ. There are numerous ways to gain it. We will examine the ones used most often. The role of architects (and engineers) comes next, followed by evaluation of alternative construction team formats and the basic components of, and issues in, construction contracts.
As our understanding of development tools and the process begin to deepen, we will examine the role of ground leases as a development and financing tool, -a legal instrument that includes construction and returns a long term stream of revenue to the passive fee owner.
We will then spend two weeks learning about commercial space leases, the most important (and often the exclusive) source of revenue for a project. An evaluation and comparison of two other formats in real estate development -condos and coops- will follow that, and we will complete the course with a class on affordable housing, and one on public-private projects, also known as economic development projects.
Classes will consist of a mix of lectures, class discussions in different formats, and debate. In some, we will divide the class into the transaction parties. In others we may have a group of students lead the discussion. We will use electronically projected overheads, including PowerPoint slides, to visualize projects and certain issues, and to further participation and discussions. Experts in the field will join us in three classes. Our goals include providing a life-like give and take in the class room on key issues and negotiation tips wherever they arise. There are no specific pre-requisites, but having had a course in real property will be useful.
There is no text book. Readings have been carefully selected and vetted by the instructors. They include published articles, selected cases, and especially useful documents from our law practices. (The agreements that are included in the reading materials only need be skimmed before class, unless we state otherwise, and optional materials are generally labeled "Not to be tested"ÃâÃÂ.) Taken together, the materials provide a rich introduction to the subject and a strong grounding, not just for class participation, but for a lifetime of further learning and/or personal involvement.
Students will be required to take a written final exam that will be in the form of a take-home, with a time limit and a page limit. Class participation will count for approximately thirty percent of the grade. We also may assign a small paper on a topic at selected point during the semester.
W 4:20-6:10 pm
Method of Evaluation
J.D. Writing Credit
Contracts and Property
No course pre-requisites. LLM's and non-Columbia Law students may take the course with permission of instructors.