University of Miami School of Law Course Description - Online System
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Fall 2018

Course Description
This course addresses the question of whether successful social entrepreneurship requires the development of particular organizational forms. Stated more concretely, do nonprofit, taxexempt organizations or taxable business entities or the new types of “benefit corporations” now being developed through state legislation provide the most useful platform for successful social entrepreneurship? We will take account of the changes made by the Tax Cuts and Jobs Act of 2017 as these impact nonprofit tax-exempt organizations and joint ventures with taxable entities as well as the incentives offered for charitable contributions. We will consider the relative benefits of each of these forms in terms of raising capital, operating efficiently and effectively, providing a benefit to the intended beneficiaries, and ensuring organizational accountability. We will learn the fundamental of establishing and operating public charities and private foundations. We will analyze several of the new state statutes creating benefit corporations of various types. We will consider blended forms and structures for collaboration through venture philanthropy, impact investing, and program-related investments. The course will also examine “social impact bonds,” which are not bonds at all but are instead project finance structures that pay investors only if the project is successful and which include elaborate and costly structures for accountability throughout the life of the project. There are no materials to purchase for this course. Course materials will be posted on TWEN. Some parts of the course, particularly research on particular social enterprises, will draw on materials made available online by social enterprises, their supporters and their critics. Research in this area is developing rapidly and the course will allow students to become familiar with some of the sources of useful materials. In addition to learning about social entrepreneurship, this course will help you develop skills that are essential for practice in many areas of law: (1) reading statutes, regulations, and other guidance and applying them to particular facts; (2) reading cases in business law; (3) understanding institutional design issues, including governance, accountability, and compliance.

Course Schedule
Dates Day Time Room
08-13-2018 - 12-13-2018   TR  11:00 AM-12:20 PM F408

Course Frequency
Occasional course offering

Course Information

Credits: 3
Pass/Fail Option: Yes
Grading: Graded
Method of Evaluation: Examination–in class, open book, three-hours
Graduation Requirements Fulfilled By Course:
Special Attributes: None
Special Restrictions:
Law Track(s):
Business & Taxation - Specialized
Health & Medical - Related
Social Justice - Specialized
Bar Subject(s): None
The Business of Innovation, Law and Technology: BILT (Concentration)   More information
Social Justice & Public Interest (Area of Focus)   More information
Social Justice & Public Interest (Concentration)   More information
Course Book(s): TBD/None      
First Class Assignment(s): TBD/None



Contact Information:
Phone: (305)284-2642
Office: G283