University of Miami School of Law CourseLink Course Description - Online System
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Fall 2020

Course Description
This course investigates the law pertaining to businesses, starting with the law of agency and partnership (with a bit of the law of limited partnerships, limited liability companies and other organizational forms thrown in), and concluding with corporate law, the goals of the course. Students are assumed to know nothing of business law, or indeed, of business itself. The course operates on the premise that all lawyers need to understand the underlying notions taught herein. There is practically no area of human interaction that does not involve notions of agency. Partnerships can be complicated endeavors, but may also include small family entities. Likewise, corporations may be very large, or very small (again, things like family corporations). One need not be a "business lawyer" to encounter the fundamentals of business law, in areas as diverse as family law, commercial law and intellectual property. Indeed, it is difficult to imagine any legal practice that is divorced from concepts of business association law. Other operative principles for the course: (a) that the law in all domains is united by a core of fundamental principles, based on basic concepts of business and economics; (b) that an understanding of those principles is best achieved by starting with relatively simple business relationships (agency, partnership) and progressing to more complex ones (corporations) and (c) that having achieved such an understanding, students will be able to analyze business problems that arise, and even new organizational forms, whether or not such problems and organizations have been studied before. Thus, although the course includes considerable analysis of individual cases and particular statutes, these are only means to a greater end: a comprehension of how the law of business associations operates overall, and why. Issues concerning regulation of business (e.g., by the Securities and Exchange Commission) and taxation of businesses are considered only in passing.

Course Schedule
Dates Day Time Room
08-17-2020 - 11-17-2020   W  8:00 AM-9:40 AM E352

Course Frequency
This course is usually offered every semester

Course Information

Credits: 4
Pass/Fail Option: Yes
Grading: Graded
Method of Evaluation: Examination
Graduation Requirements Fulfilled By Course:
Special Attributes:
Bar Course
Course Delivery:
Blended (part residential and part online)
Special Restrictions:
Law Track(s):
Business & Taxation - Basic
Entertainment, Music, & Sports - Related
Government & Regulation - Related
Bar Subject(s):
Business Compliance and Sustainability (Area of Focus)   More information
Business Compliance and Sustainability (Concentration)   More information
The Business of Innovation, Law and Technology: BILT (Concentration)   More information
Course Book(s):
Textbook Required:
  • Textbook Name: Business Associations, Cases and Materials on Agency, Partnerships, LLCs, and Corporations
    Textbook Type: Hardcover
    Requirement: Required
    Author: Klein, Ramseyer and Bainbridge
    Publisher: Foundation Press
    Edition: 10th
    ISBN: 9781683285229
  • Textbook Name: 2020 Statutes and Rules
    Textbook Type: Paperback
    Requirement: Required
    Author: Klein, Ramseyer and Bainbridge
    Publisher: Foundation Press
    Edition: 4/27/2020
    ISBN: 9781684679720
First Class Assignment(s):
  • Assignment: Please read pages 1-35, watch the two PowerPoints (Episodes 1 and 2), and then post one discussion response on the class blackboard page. Once I receive the PDF of the first week's readings, I will post them to the Blackboard ( and will amend this site, too. Discussion Question: "What advice would you give to Ms. Doty at the moment coach asked to borrow her car?"

    The required text for this course is William A. Klein, J. Mark Ramseyer, and Stephen Bainbridge, Business Associations: Cases and Materials on Agency, Partnerships, and Corporations, Foundation Press (10th edition) and the accompanying statutory supplement, Business Associations: Agency, Partnerships, LLCs, & Corporations, 2020 Statutes & Rules.

    TWEN/Blackboard/Course Webpage Link:



Contact Information:
Phone: (305)284-8446
Office: C223