SAMPLE
New York University
Stern School of Business
Law, Business & Society Fall 2013
SOIM-UB.0006.03 and SOIM-UB.0006.04
PROFESSOR AND TEACHING ASSISTANT DETAILS
Name:
MARIA PATTERSON
Office:
TISCH 435
Office Hours:
MON, 10:30-12:30
TUES, 10:30-12:30 and 1:30-5:30
Phone:
212-992-6845
Email:
mpatters@stern.nyu.edu
Teaching Assistants: Section 3 - Matthew Holbreich, mnh267@nyu.edu
Section 4 – Austin Kim, amk707@nyu.edu
TA Office Hours:
TBA
Secretary:
AUTHERINE ALLISON, x80048, aallison@stern.nyu.edu
COURSE MEETINGS
Meeting times and Location:
Section 3 – MON/WED, 2:00-3:15PM, TISCH-UC15
Section 4 - MON/WED, 3:30-4:45PM, TISCH-UC15
Additional Information: IF YOU MUST MISS A CLASS, ARRIVE LATE, LEAVE
EARLY, OR WILL NOT BE PREPARED, ADVISE PROFESSOR VIA EMAIL AT
LEAST ONE DAY IN ADVANCE, GIVING THE REASON. CLASS ATTENDANCE
AND PARTICIPATION ARE FACTORS IN YOUR GRADE.
Schedule exceptions:
Class will not meet on:
Mon., October 14 – Fall Break
Class will meet on:
Fri., Sept. 13, Time & Location TBD – Writing Guidelines
TENTATIVE
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THE SOCIAL IMPACT CORE CURRICULUM
Law, Business & Society is the third course in Stern’s four-year Social Impact Core
Curriculum. As freshmen Stern students took their first social impact course, Business
and its Publics, in which they examined the relationships between corporations and
society, in particular the social impact of business. During sophomore year the second
social impact core course, Organizational Communication and its Social Context,
taught Stern students the theoretical fundamentals in communication, communication
strategy in oral and written business assignments, and how organizations communicate to
their varied internal and external stakeholders using a variety of media. In Law, Business
& Society Stern students will examine how key areas of business law influence the
structure of business relationships, and how businesses play an active role in shaping the
very laws that govern them through lobbying, public relations and the media. Students
will gain a basic understanding about how our legal system works and learn how to read,
understand and interpret judicial decisions. This will enable Stern students to feel more
comfortable with ambiguity as an inherent aspect of our legal system and become aware
of potential legal liability in business settings. As seniors at Stern students will study
Professional Responsibility & Leadership, in which they will become more familiar with
the variety of ethical dilemmas that can arise in the course of business practice,
understand the different values and principles that can inform and guide decisions in such
ambiguous situations, and gain experience articulating and defending courses of action
that are coherent with their own values.
COURSE DESCRIPTION
The learning objectives of the Law, Business & Society course are:
1) To familiarize students with some of the legal dilemmas that can arise in the
course of business practice;
2) To introduce students to how professionals effectively navigate complex
problems that lack a clear right answer; and
3) To provide students with the opportunity to articulate and defend courses of
action coherent with their own values.
These themes are developed in reference to a series of readings drawn from judicial
decisions, statutes, recent news reports, multimedia (videos, podcasts, etc.) and materials
specifically drafted for this course by NYU Stern faculty. The course readings are posted
on NYU Classes, and students are expected to come to class having read the assigned
readings for that class session and reflected upon their meaning. Class discussion is a
critical component of this course.
Each class session may include a variety of activities, including: discussion, in-class
reading and writing, role-playing, and other participatory exercises. These activities will
be designed and facilitated by the professor to allow students to engage in reflective
2
dialogue with each other. The overarching themes of this dialogue include: the
relationship between law, business and society; the foundations of individual rights; and
the role each of society’s stakeholders play in infringing or protecting such individual
rights.
Written assignments build upon the classroom discussion. Each assignment requires that
the students assume a hypothetical role such as a legislative assistant, editorial writer,
advocate or judicial clerk and present persuasive arguments justifying a position on a
particular issue. In some assignments students will argue opposing positions to encourage
debate.
COURSE REQUIREMENTS
Individual Legal Assignments
Students will complete three written assignments, approximately 5 pages in length, which
analyze specific issues introduced in the course, synthesize these issues in reference to
the cases and the readings, and present reflective arguments about legal issues within the
context of business and society. Each of these assignments will be completed
individually.
Group Work Assignment: U.S. Supreme Court Debate
In addition to the Legal Assignments, students will work in groups to debate pending
U.S. Supreme Court cases. Students will present their team’s legal position as either
appellee or appellant to the class. Students will work together and share the
responsibility. Debate preparation will take place throughout the second half of the
semester. The debates will take place during the last week of class.
Final Exam
The Final Exam will be based upon the legal cases & concepts that are in the course
readings.
Class Participation
Class participation will be a substantial part (20%) of a student’s overall grade for the
course.
Attendance & Homework Assignments
Attendance will be taken. A significant number of unexcused absences may result in a
student’s overall grade for the course being lowered. A perfect attendance record may
also be taken into consideration to raise the grade of a student whose grade point average
falls between two possible grades, e.g. B+/A-. Written homework assignments will be
assigned and collected for most class sessions. If a significant number of homework
assignments are not turned in, then a student’s overall grade for the course may be
lowered.
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Turnitin
All students are required to submit their papers using the Assignments tab on NYU
Classes. Integrated within NYU Classes is Turnitin, a plagiarism detection software
program that enables faculty to compare the content of submitted assignments to data on
the Internet, commercial databases, and previous student papers submitted to the system –
INCLUDING papers submitted by your STERN PEERS!! Additional information about
expectations regarding academic integrity appears below.
ACADEMIC INTEGRITY
All students in Stern are expected to adhere to the Code of Conduct and uphold its values.
New students must sign the Code, whereby they pledge to abide by the Stern Code of
Conduct and acknowledge its imperative. Upon signing the Code, students not only
recognize their personal responsibility in maintaining the Code of Conduct, but also
acknowledge the consequences of violating the University’s trust.
Integrity is critical to the learning process and to all that we do here at NYU Stern. As
members of our community, all students agree to abide by the NYU Stern Code of
Conduct, which includes a commitment to:


Exercise integrity in all aspects of one's academic work including, but not limited
to, the preparation and completion of exams, papers and all other course
requirements by not engaging in any method or means that provides an unfair
advantage.
Clearly acknowledge the work and efforts of others when submitting written work
as one’s own. Ideas, data, direct quotations (which should be designated with
quotation marks), paraphrasing, creative expression, or any other incorporation of
the work of others should be fully referenced.
The full NYU Stern Code of Conduct can be found here:
http://www.stern.nyu.edu/cons/groups/content/documents/webasset/con_039512.pdf
NYU STERN GRADING POLICIES
Grading Information for Stern Core Courses
At NYU Stern, we strive to create courses that challenge students intellectually and that
meet the Stern standards of academic excellence. To ensure fairness and clarity of
grading the Stern faculty have adopted a grading guideline for core courses with
enrollments of more than 25 students in which approximately 35% of students will
receive an “A” or “A-“grade. In core classes of less than 25 students, the instructor is at
liberty to give whatever grades they think the students deserve, while maintaining
rigorous academic standards.
http://www.stern.nyu.edu/portal-partners/current-students/undergraduate/resourcespolicies/academic-policies/index.htm
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LBS GRADING and EVALUATION CRITERIA
Grade Breakdown
Class Participation
3 Written Legal Assignments
US Supreme Court Debate
Final Exam
20%
45% (15% each)
15%
20%
Classroom Participation Criteria
Grade Criteria
A student receiving an A/A- comes to class prepared; contributes readily to the
conversation but does not dominate it; makes thoughtful contributions based on
A/Athe assigned readings that advance the conversation; and demonstrates an
excellent understanding of the course readings.
A student receiving a B+ comes to class prepared; makes thoughtful comments
B+
when called; contributes occasionally without prompting; and demonstrates a
very good understanding of the course readings.
A student receiving a B comes to class prepared, but does not voluntarily
contribute to discussions and gives only minimal answers when called
B
upon. Such student shows interest in the discussion, listening attentively and
taking notes.
A student that fails to satisfy the requirements outlined above will receive a B- &
below in class participation. The most likely way to receive this grade is by
B- &
failing to be prepared, frequent class absences (unless excused by professor), and
below
demonstrating a lack of knowledge of the course readings when called upon in
class.
Criteria for Written Legal Assignments
Your Teaching Assistant (TA), who is a student at NYU Law School, will provide you
with feedback to improve your writing skills and will hold either group help sessions or
office hours prior to each scheduled written assignment
The TA, in conjunction with the Professor, will read and evaluate your papers according
to these criteria:

Structure/Format: Did you follow the instructions and proof read your paper for
spelling and grammatical errors?

Clarity: Did you clearly state what you were trying to prove and support you
arguments with relevant support from case law, statutes, regulations, articles, etc?

Legal Reasoning: Did you use legal reasoning in an accurate manner and do you
show an understanding of the relevant judicial precedent and statutes?
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
Argument: Have you shown that you are able to recognize ambiguity and analyze
both sides of a legal controversy from the perspective of the various players, for
example, judge, jury, plaintiff and/or defendant?
NYU STERN POLICY: IN-CLASS BEHAVIOR & EXPECTATIONS
Students are also expected to maintain and abide by the highest standards of professional
conduct and behavior.
Please familiarize yourself with Stern's Policy in Regard to In-Class Behavior & Expectations
http://www.stern.nyu.edu/portal-partners/current-students/undergraduate/resourcespolicies/academic-policies/index.htm
And NYU’s policy on Bullying, Threatening and Other Disruptive Behavior Guidelines
http://www.nyu.edu/about/policies-guidelines-compliance/policies-andguidelines/bullying--threatening--and-other-disruptive-behavior-guidelines.html
STUDENTS WITH DISABILITIES
Students whose class performance may be affected due to a disability should notify me
immediately so that arrangements can be made in consultation with the Henry and Lucy
Moses Center for Students with Disabilities.
For more information please visit http://www.nyu.edu/csd/
COURSE POLICIES
Cell phones, smart phones, recorders, and other electronic devices may not be used in
class.
Attendance is required and will be a factor in the final grade for the course. Absences will
be excused only in the case of documented serious illness, family emergency, religious
observance, or civic obligation. If you will miss class for religious observance or civic
obligation, you must inform your professor no later than the first week of
class. Recruiting activities are not acceptable reasons for absence from class.
Students are expected to arrive to class on time and stay to the end of the class period.
Students may enter class late or leave class early only if given permission by the
professor and if it can be done without disrupting the class. (Note that professors are not
obliged to admit late students or readmit students who leave class or may choose to admit
them only at specific times.)
Late assignments will either not be accepted or will incur a grade penalty unless due to
documented serious illness or family emergency. Professors will make exceptions to this
policy for reasons of religious observance or civic obligation only when the assignment
cannot reasonably be completed prior to the due date and the student makes arrangements
for late submission with the professor in advance.
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COURSE MATERIALS
NYU Classes
All course materials are located on the NYU Classes page for this course under the
Resources Tab.
Reference
The following textbook has been placed on reserve at Bobst Library for further reference:
“Managers and The Legal Environment: Strategies for the 21st Century”, Constance
Bagley, 7th edition, 2013.
COURSE SCHEDULE
For every class session, students are expected to read the assignments and be prepared to
discuss them in class. Being unprepared does not excuse an absence, and students are
expected to be present even if unprepared. If you are unable to prepare for a class, you
should notify the professor via email or in person prior to that class.
The schedule set forth below may change as the need arises. Any changes will be
posted on NYU Classes.
Dates
9/4
9/9
9/11
9/16
9/18
9/23
9/25
9/30
10/2
10/7
10/9
Topics
Sources of Law, Federal &
State Courts, Stare Decisis &
Precedent
Jurisdiction, Litigation &
Alternative Dispute Resolution
US Constitution, Federal, State
& Individual Rights
US Constitution, Federal, State
& Individual Rights
Criminal Law
Property
Property
Introduction to Contracts
Agreement & Consideration
Legality, Capacity, Statute of
Frauds & Parol Evidence Rule
Defenses
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Assignments
Assignment #1
Handed Out
Assignment #1 Due
Assignment #2 Handed
Out
10/16
10/21
10/23
10/28
10/30
Performance & Conditions,
Remedies
Introduction to Torts
Intentional Torts
Negligence & Strict Liability
Product Liability
Torts/ Product Liability
Debates
11/4
11/6
Agency & Fiduciary Duty
Employment Law
11/11
11/13
Employment Law
Intellectual Property
11/18
11/20
Intellectual Property
Business Organizations:
Introduction
Business Organizations:
Corporation Law Issues
Securities Law
THANKSGIVING BREAK
Securities Law
Catch Up & Debate Prep
DEBATES
DEBATES
Final Exams
11/25
11/27
11/28 – 12/1
12/2
12/4
12/9
12/11
12/16 – 12/20
Assignment #2 Due
Assignment #3
Handed Out
Assignment #3 Due on
11/15 (Friday)
COURSE READINGS: all readings are on NYU Classes under the Resources Tab.
Note that not all folders are identified as such herein. Please open any folders in
NYU Classes and read all the contents.
*********************************************************************
Subject to Change. Be guided by what is on NYU Classes rather than
listed above and below or in your case book.
For Sections that Cover Two Days, note that dates for assigned
readings are indicated in parentheses following the reading.
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SOURCES OF LAW, FEDERAL & STATE COURTS, STARE
DECISIS & PRECEDENT – Sept. 4
Section Outlines: Introduction to the American Legal System; Sources of Law
Folders: Relationship between Federal and State Courts; Stare Decisis and
Precedent; Homework Worksheet; Citation Guide
Cases: Brown v. Board of Education, 347 U.S. 483 (1954); Plessy v. Ferguson, 163
U.S. 537 (1896)
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JURISDICTION, LITIGATION & ALTERNATIVE DISPUTE
RESOLUTION – Sept. 9
Section Outlines: Jurisdiction
Chart of General Litigation Process; Civil vs. Criminal Litigation; Distinctions in the
Law; Mediation and Arbitration
“Loser Pays” Doesn’t, Legal Affairs Magazine
“Inventive, at Least in Court,” NY Times, 7/16/13
“Justices Support Corporate Arbitration,” NY Times 6/20/13
“When Lawyers Cut Their Clients Out of the Deal,” NY Times 8/12/13
Cases: Popolizio v. Schmit, 2013 U.S. Dist. LEXIS 10683 (N.D.N.Y. 2013)
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U.S. CONSTITUTION, FEDERAL, STATE & INDIVIDUAL RIGHTS
– Sept. 11 & 16
Section Outlines: US Constitution: Federal, State & Individual Rights; The
Commerce Clause (9/11)
The Constitution of the United Sates & Amendments (9/11)
“A More Perfect Union: The Creation of the U.S. Constitution,” National Archives
(9/11)
“Benched: The Supreme Court and the Struggle for Independence,” The New
Yorker, June 18, 2012 (9/11)
“Texas Senate Approves Strict Abortion Measure,” NY Times, July 13, 2013
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“Message to Congress Transmitting Proposed Legislation to Amend the Gun Free
School Zones Act of 1990”, President Clinton, May 5, 1995 (9/11)
Cases: United States v. Lopez, 514 U.S. 549 (1995) 9/11); McDonald v. Chicago,
561 U.S. 3025 (2010) (9/16); Roe v. Wade, 410 U.S. 113 (1973) (9/16)
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CRIMINAL LAW – Sept. 18
Section Outline: Criminal Law
Criminal Procedure Overview
“In Galleon Case, Prison Term is Seen as a Test,” NY Times, 9/19/11
“How Do They Figure Out Compensation for People Who Are Wrongly Convicted?”
Slate, May 18, 2007
Cases: McBoyle v. United States, 283 U.S. 25 (1931)
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PROPERTY – Sept. 23 & 25
Section Outlines: Real Property (9/23); Personal Property (9/23); Landlord Tenant
(9/25)
Jeremy Bentham, Principles of the Civil Code (1854), excerpts from Part I: Objects of
the Civil Law (9/23)
David Hume, A Treatise of Nature (1739), excerpts from Book III: Of Morals (9/23)
Standard Form of Apartment Lease New York City) (for 9/25)
Cases: Terrett v. Taylor, 13 U.S. 43 (Cranch) (1815) (9/23); Kaur v. New York State
Urban Development Corp., 15 N.Y. 3d 235 (2010) (9/23); Quinlan v. Doe, 516140 App.
Div., 3rd Dept., June 27, 2013 (9/23); Poyck v. Bryant, 2006 NY Slip Op 26343, 13 Misc.
3d 699 (2006) (9/25); Witkowski v. Blaskiewicz, 615 N.Y.S. 2d 640 (1994) (9/25)
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CONTRACTS
Introduction to Contracts – Sept. 30
Section Outline: Contracts
Commentaries on the Laws of England (1765-1769), Sir William Blackstone, Of Title
by Gift, Grant & Contract, Book 2, Chapter 30
http://www.lonang.com/exlibris/blackstone/bla-230.htm
Cases: Fletcher v. Peck, 10 U.S. 87 (Cranch) (1810); Lucy v. Zehmer, 84 S.E.2d 516
(Va. 1954); Hoffman v. Red Owl Stores, Inc., 26 Wis.2d 683 (1965); Beer Capital
Distributing v. Guinness Bass Import Company, 290 F. 3d 877 (7th Circ. 2002);
Agreement and Consideration – Oct. 2
Section Outline: Agreement & Consideration
YouTube: Pepsi Commercial http://www.youtube.com/watch?v=ZdackF2H7Qc
MLB Uniform Player’s Contract
Cases: Leonard v. Pepsico, 88 F. Supp. 2d 116 (S.D.N.Y. 1999); Osprey LLC v.
Kelly-Moore Paint, 984 P.2d 194 (Okla. 1999); Hamer v. Sidway, 27 N.E. 256 (N.Y.
1891)
Legality, Capacity, Statute of Frauds & Parol Evidence Rule – Oct. 7
Section Outlines: Capacity; Illegal Contracts; Statute of Frauds & Parol Evidence
Rule
Parol Evidence Hypotheticals
Cases: Jones v. Star Credit Corp., 59 Misc.2d 189 (Nassau Co. 1969); Universal
Grading Service v. eBay, 2009 U.S. Dist. LEXIS 49841 (2009); Dodson v. Shrader,
824 S.W.2d 545 (Tenn. 1992); Winkler v. Friedman, U.S. Dist. Ct. LEXIS 88853
(E.D.N.Y. 2013), Yocca v. Pittsburgh Steelers Sports, Inc., 854 A.2d 425 (Pa. 2004)
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Defenses to Contract Enforcement – Oct. 9
Section Outline: Defenses to Contract Enforcement
“The Difference Between Puffery & Fraud”, NYTimes, 10/10/11
Cases: Donovan v. RRL Corp, Corp., 27 P. 3d 702 (Cal: Supreme Court 2001); Vokes
v. Arthur Murray, 212 So. 2d 906 (Fla: Dist. Court of Appeal, 2nd Dist. 1968)
Performance, Conditions and Remedies – Oct. 16
Section Outlines: Performance & Conditions; Remedies
Cases: Jacob and Youngs v. Kent, 129 N.E. 889 (NY 1921); 135 East 57th Street v.
Daffy's, Inc., 2011 Slip Op. 08497 (1st Dep't Nov. 22, 2011
*********************************************************************
TORTS – Oct. 21 & Oct. 23
Introduction and Intentional Torts – Oct. 21
Section Outline: Intentional Torts
The Right to Privacy, Justice Brandeis
New York Right to Privacy Statute
“Should Personal Data Be Personal?” NY Times, 2/5/12
“Can the Law Make Us Be Decent?” NY Times, 11/6/12
“To Singers, Ad Sounds Too Familiar”, New York Times, June 7, 2012
Carafano v. Metrosplash, 339 F.3d 1119 (9th Cir. 2003) (no need to brief for
homework)
Cases: Roach v. Stern, 675 N.Y.S. 2d 133 (2d Dep’t 1998); White v. Samsung
Electronics America, Inc., 971 F.2d 1395 (9th Cir. 1992)
Negligence, Strict Liability and Defenses – Oct. 23
Section Outline: Negligence
Cases: Palsgraf v. LIRR, 248 NY 339 (1928); Zokhrabov v. Park, 2011 Ill. App.
(1st) 10267; Zambo v. Tom-Car Foods, Inc., 2010 Ohio 474 (2010); James v. Meow
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Media, 300 F.3d 683 (2002); Custodi v. Town of Amherst, 20 N.Y.3d 83 (2012); Walt
Disney World v. Wood, 515 So.2d 198 (Fla. 1987) (note – different homework
assignment for these cases)
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PRODUCT LIABILITY – Oct. 28
Section Outline: Product Liability
Express & Implied Warranties under the Uniform Commercial Code
“Lawyers From Suits Against Big Tobacco Target Food Makers”, NY Times 8/18/12
Cases: MacPherson v. Buick, 217 N.Y. 382 (1916); Voss v. Black & Decker Mfg.
Co., 59 N.Y.2d 102 (1983); Ward v. Arm and Hammer, 341 F. Supp 2d 499 (D. N.J.
2004); Daniell v. Ford Motor, 581 F.Supp. 728 (D. N.M. 1984) (note – different
homework assignment for these cases)
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TORT/PRODUCT LIABILITY DEBATES – Oct. 30
Everyone to Read the Following – Debate teams and topics will be assigned. No
need to brief the cases for homework.
“Hazing Confessions of a Dartmouth Alum”, Huffington Post, April 9, 2012
Brueckner v. Norwich University, 730 A.2d 1086 (1999)
Walker v. Phi Beta Sigma Fraternity, 706 So. 2d 525 (1997)
“2 Killings & 2 Guns, Unattended,” NY Times, 5/13/13
“Let Shooting Victims Sue,” NY Times, 6/24/13
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AGENCY LAW & FIDUCIARY DUTY – Nov. 4
Section Outline: Agency & Fiduciary Duty
Fiduciary Duties of Directors & Conflicts of Interest
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Cases: Edinburg Volunteer Fire Company v. Danko Emergency Equipment, 55 A.D.
3d 1108 (2008); Edgewater Motels v. Gatzke, 277 N.W. 2d 11 (Minn. 1979); Riviello
v. Waldron, 47 N.Y.2d 297 (1979)
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EMPLOYMENT LAW – Nov. 6 & Nov. 11
Section Outline: Employment Law; Key Federal Employment Discrimination
Statutes (11/6)
Federal Discrimination Laws Enforced by the Equal Employment Opportunity
Commission (EEOC) (11/6)
“Companies Get Strict on Health of Workers,” NY Times, 3/25/13 (11/11)
“The Smoker’s Surcharge,” NY Times, 11/16/11 (11/11)
“Even If It Enrages Your Boss, Social Net Speech is Protected,” NY Times, 1/21/13
(11/11)
Cases: Sullivan v. Harnisch, 19 N.Y.3d 259 (2012) (11/6); Harris v. Forklift, 510
U.S. 17 (1993) (11/11); Chadwick v. Wellpoint, 561 F.3d 38 (2009) (11/11)
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INTELLECTUAL PROPERTY – Nov. 13 & Nov. 18
Note: Different Homework Assignment for this section, including cases. Do all
readings and homework for Nov. 13
Section Outlines: Intellectual Property Outline; Intellectual Property Comparison
Chart (11/13); America Invents Act of 2011 (11/13)
Patents, Cornell Law School Legal Information Institute (11/13)
Trademark Examples (11/13)
“Court of Appeals Reverses Ruling on Cariou v. Prince,” Hyperallergic, April 25,
2013 (11/13)
“A Setback for Resellers of Digital Products,” NY Times, 4/1/13 (11/13)
“Trademarks Take on New Importance in Internet Era”, NY Times, February 20,
2012 (11/13)
“The Most Important Dress or At Least a Look-Alike,” NY Times, 3/1/13 (11/13)
14
“Ralph Lauren Scores Win Over Use of Polo Trademark”, New York Law Journal,
February 14, 2013 (11/13)
“In Case of Big Yale v. Tiny Yale, Victor Kept the Name,” NY Times, 7/2/13 (11/13)
“Justices, 9-0, Bar Patenting Human Genes,” NY Times, 6/13/13 (11/13)
“Why There Are Too Many Patents in America,” Posner, The Atlantic, 7/12/12
(11/13)
Cases: Mattel v. MCA Records, 296 F.3d 894 (2002); Suntrust Bank v. Houghton
Mifflin Co., 268 F.3d 1257 (11 Cir. 2001) (11/13)
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BUSINESS ORGANIZATIONS – Nov. 20 & Nov. 25
Introduction – Nov. 20
Section Outlines: Partnership; Limited Partnership; Corporations; Limited Liability
Companies
“Making the Breakup Much Easier”, New York Times, 2/20/2008
“OK, Partner, We Better Sign A Prenup”, Wall Street Journal, 5/11/2008
Corporate Entities, Fred Wilson, Venture Captalist
Pros and Cons of the LLC Model
Urban Decay website – “About Us” http://www.urbandecay.com/aboutus/about_us.html
Cases: Holmes v. Lerner, 88 Cal.Rptr.2d 130 (1999); Geringer v. Wildhorn Ranch,
706 F.Supp. 1442 (D. Colo. 1988); Meinhard v. Salmon, 249 NY 458 (1928)
Corporate Law Issues – Nov. 25
“With New Law, Profits Take a Back Seat”, New York Times, January 19, 2012.
“In Actions, S&P Risked Andersen’s Fate,” NY Times, 2/7/13
“Down with Shareholder Value,” NY Times, 8/10/12
Hillary The Movie trailer http://www.youtube.com/watch?v=BOYcM1z5fTs
15
Cases: Trustees of Dartmouth College v. Woodward, 17 U.S. 518 (Wheat) (1819);
Citizens United v. Federal Election Commission, 130 S. Ct. 876 (2010)
Smith v. Van Gorkom, 488 A.2d 858 (Sup. Ct. Del. 1985)
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SECURITIES LAW – Nov. 27 & Dec. 2
Section Outline: Securities Fraud (11/27)
The Laws That Govern the Securities Industry. http://www.sec.gov (11/27)
What Is Fair Disclosure? http://www.sec.gov (12/2)
Insider Trading http://www.sec.gov (11/27)
“Confessions of an Inside Trader”, Wall Street Journal, 4/16/2011 (11/27)
“How Wall Street Lawyer Turned Insider Trader Eluded the FBI”, Bloomberg, July
31, 2012 (11/27)
“Insider Trading,” NY Law Journal, 2/14/13 (11/27)
“Fair Play Measured in Slivers of a Second,” NY Times, 7/12/13 (12/2)
“SEC Clears Way for Entrepreneurs to Tweet, Blog About Unregistered Shares,”
WSJ 7/10/13 (12/2)
Mark Cuban Folder (12/2)
Cases: SEC v. Dirks, 463 US 646 (1983); United States v. O'Hagan, 521 US 642
(1997) (both cases for 11/27)
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