Scott Hirst

3 credits

Corporations play a central role in our society. What corporations do, and how they do it, depends on the legal rules and other forces that govern them. The course examines the most important aspects of corporate governance by analyzing real world examples. The course considers the relationship between directors and executives, and the role that mutual funds, venture capital funds, hedge funds and private equity funds play in corporations and the capital markets. We will consider the objectives and the behavior of each of these groups, and the laws and practices that shape their actions. We will also consider the social and environmental responsibility of corporations, and how corporations--and the rules and institutions that shape their operation--affect our society. There will be no exam. Instead, students will be assessed on a course paper and their class participation. PREREQUISITE: Corporations (may be waived with instructor's permission). UPPER-CLASS WRITING REQUIREMENT: A limited number of students may use this class to satisfy the requirement. ** A student who fails to attend the initial meeting of a seminar, or to obtain permission to be absent from either the instructor or the Registrar, will be administratively dropped from the seminar. Students who waitlist for a seminar are required to attend the first seminar meeting to be considered for enrollment.

4 credits

Course about the legal structure and characteristics of business corporations. Topics include the promotion and formation of corporations; the distribution of power between management and shareholders; the limitations on management powers imposed by state law fiduciary duties and federal securities laws; shareholder derivative suits; capital structure and financing of corporations; and fundamental changes in corporate structure, such as mergers and sales of assets. The course serves as a prerequisite to advanced courses. PREREQUISITE: Business Fundamentals.