University of Miami School of Law CourseLink Course Description - Online System
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Fall 2021
LAW100  C  BUSINESS ASSOCIATIONS

Course Description
This course is an introduction to agency, partnerships, LLCs and corporations, with a principal focus on the powers, rights, duties and liabilities of corporate directors, officers and shareholders. Topics will include the formation and financing of corporations, internal structure, corporate governance, the allocation of power among the various participants in the enterprise, basic fiduciary law, shareholder voting, and control transactions. Partnership and LLC law will be addressed principally in comparison to corporate law. In addition to the state corporation laws of several jurisdictions - principally Delaware and Florida - the course will address selected federal securities law issues (such as proxy regulation) and the relationship between state and federal law regarding corporations, particularly in light of Sarbanes-Oxley requirements.

Course Schedule
Dates Day Time Room
08-23-2021 - 12-01-2021   MW  3:35 PM-5:15 PM F109

Course Frequency
This course is usually offered every semester

Course Information

Credits: 4
Pass/Fail Option: Yes
Prerequisite:
Grading: Graded
Method of Evaluation: In-class closed book exam.
Graduation Requirements Fulfilled By Course:
General
Special Attributes:
Bar Course
Course Delivery:
Residential
Special Restrictions:
Law Track(s):
Business & Taxation - Basic
Entertainment, Music, & Sports - Related
Government & Regulation - Related
Bar Subject(s):
FLORIDA
Concentration(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:
Yes  
  • Textbook Name: Business Organizations, Cases and Materials, Concise, CasebookPlus
    Textbook Type: Hardcover
    Requirement: Required
    Author: James D. Cox and Melvin A. Eisenberg
    Publisher: Foundation Press
    Edition: 12th Edition
    ISBN: 9781640204584
      
  • Textbook Name: Corporations and Other Business Organizations, Statutes, Rules, Materials, and Forms
    Textbook Type: Paperback
    Requirement: Required
    Author: James D. Cox and Melvin A. Eisenberg
    Publisher: Foundation Press
    Edition: 2021 Edition
    ISBN: 9781647089023
      
  • Textbook Name: 2021 Supplement to Business Organizations, Cases and Materials, Unabridged and Concise, 12th
    Textbook Type: Paperback
    Requirement: Required
    Author: James D. Cox and Melvin A. Eisenberg
    Publisher: Foundation Press
    Edition: 2021 Edition
    ISBN: 9781647089054
      

Additional Materials:
Note: Students have the option to purchase a standard copy of the course book, whether rented, used, borrowed, etc. (ISBN 9781683288619)***AND*** the "learning library" (e-resources) which you can purchase at: https://www.westacademic.com/Learning-Library-Cox-Eisenbergs-Business-Organizations-Cases-Materials-Concise-12th-9781640204607. UM Law students are welcome to purchase the books through store.westacademic.com. You can use code WAMIAMI to get 15% off casebooks, e-books and supplements.  
First Class Assignment(s):
  • Assignment: For the first class, on August 23rd, please: 1) Read the Course Information memo on Blackboard carefully to learn the rules of the road for this class; 2) Read pp. 1-3, 5-23 of the Casebook 3) Read pp. 1-10 of the Supplement 4) Prepare to discuss Problem 1 (Agency) [available on Blackboard Discussion Forum] in class 5) If possible, watch Video # 1 on sources of business law

    Material:
    You will be required to obtain the following course materials:

    1. Casebook: JAMES COX & MELVIN EISENBERG, BUSINESS ORGANIZATIONS: CASES AND MATERIALS (Concise 12th Edition 2019)

    2. Casebook Supplement: JAMES COX & MELVIN EISENBERG, 2021 SUPPLEMENT TO BUSINESS ORGANIZATIONS: CASES AND MATERIALS (2021)

    3. Statutory Supplement: MELVIN EISENBERG & JAMES COX, BUSINESS ORGANIZATIONS: STATUTES, RULES, MATERIALS & FORMS (2021)

    4. CasebookPlus, which will provide you with additional online materials to support your casebook. It is important for you to be able to access the CasebookPlus materials not only to help in your studying, but because I will be asking you to take self-assessment quizzes on that platform.

    You can access the CasebookPlus material in two ways, depending on whether you’re buying a new casebook or a used (or rented/borrowed) casebook:

    1) If you’re buying a new book, purchase a CasebookPlus bundle (new book + e-access) ISBN 9781640204584

    or

    2) if you are renting, borrowing or buying a used book (9781683288619), you can also purchase the “Learning Library” separately (e-resources offered in CasebookPlus) at https://www.westacademic.com/Learning-Library-Cox-Eisenbergs-Business-Organizations-Cases-Materials-Concise-12th-9781640204607.

    5. You can get the relevant Florida statutory materials either on-line (Westlaw or Lexis), or by purchasing Stuart R. Cohn & Stuart D. Ames, Florida Business Laws Annotated (most recent edition).

    TWEN/Blackboard/Course Webpage Link:
    https://www.courses.miami.edu/ultra/courses/_580275_1/cl/outline
      

    BA Fall 2021 First Day Assignment as of 8.12.2021.docx

 
Professor(s)

LEVI, LILI


Biography
Contact Information:
Email: llevi@law.miami.edu
Phone: (305)284-2289
Office: G471