University of Miami School of Law CourseLink Course Description - Online System
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Fall 2021

Course Description
Students will explore the critical role of compliance, corporate governance, and corporate social responsibility through the lens of in-house counsel, the compliance officer, the board of directors, institutional investors, regulators, and community stakeholders. We will begin by looking at the role of the corporation in society and the increasing importance of sustainability initiatives and disclosure regimes, particularly with a renewed global focus on ESG (environmental social and governance). Students will then learn the ‘nuts and bolts’ of compliance: setting the tone, the code of conduct, helplines/hotlines, due diligence, risk assessments, dealing with the board of directors and regulators, data analytics, training, whistleblowers, and investigations. We will focus on specific areas of compliance and governance such as anticorruption, money laundering, data protection/privacy, political donations, corporate speech, employment law, regulatory and financial technology, and business and human rights by using real life case studies. This will be a very practical “how to” class, with special focus on current evolving issues and how companies are dealing with them.

This is a hybrid online course. Each week, students will receive a presentation and readings to review in advance. The class will meet online synchronously to hear from guest speakers and to conduct simulations and in class exercises either in small breakout groups or as a full class. This course will be of interest to students who plan to work in-house, for a law firm that advises corporate clients, or for a regulatory agency.

Course Schedule
Dates Day Time Room
08-23-2021 - 12-01-2021   T  9:00 AM-10:45 AM DL

Course Frequency

Course Information

Credits: 3
Pass/Fail Option: No
Prerequisite: Compliance and Risk Management and/Business Associations preferred but not required.
Grading: Graded
Method of Evaluation: Students will be graded on class participation and written assignments that simulate what lawyers do in practice.
Graduation Requirements Fulfilled By Course:
Skills Requirement
Special Attributes: None
Course Delivery:
Online (all synchronous)
Special Restrictions:
Law Track(s): None
Bar Subject(s): None
The Business of Innovation, Law and Technology: BILT (Concentration)   More information
Environmental Law (Area of Focus)   More information
Course Book(s):
Textbook Required:
Additional Materials:
Materials to be provided by the instructor.  
First Class Assignment(s):
  • Assignment: Reading: Syllabus (attached) Gap's Human Rights and Sustainability Policy Gap Inc. Statement on UK Modern Slavery Act and CTSCA Spend a few minutes on the website Know The Chain Videos: Make sure to review the in-class assignment because you will be using these videos for Week 1 to help make your arguments in class based on the position you have been assigned. 1. Introduction to the Course (video will be posted on Blackboard) 2. Corporations 101: The Business Roundtable (2:49) 3. CNBC Interview re: BlackRock Statement on ESG Investing (3:46) (if you’re a fan of the show Billions, one of the show’s creators is interviewed 4. Who Are Institutional Investors and Why Should You Care? (2:36 but you can stop at 1:59). 5. Introducing Integrated Reporting (2:59) 6. ESG Reporting (2:00) 7. UN Global Compact Sustainable Development Goals: Innovation in the Fashion Industry (15:27) 8. The UN Sustainable Development Goals- A New Social Contract (4:06)- 9. Five Kinds of Modern Day Slavery in US Supply Chains (2:12- you can stop at 1:59) 10. Webinar on EU Commission related to Supply chain Due Diligence and Human Rights - (1:32:25)- OPTIONAL In class exercise- You will be assigned to a breakout group, and you will represent either: 1. an institutional investor considering your investment decisions in Yap (if your last name begins with A-C) 2. the senior management team (Chief Executive Officer, Chief Financial Officer, General Counsel/Chief Legal Officer, EVP of Human Resources, Chief Compliance Officer, Head of Investor Relations, VP of Corporate Communications) of Yap determining whether to cut orders or help garment workers in Bangladesh (if your last name begins with D-G) 3. a staffer to a state legislator determining whether to enact legislation like California’s CTSCA. Assume your state is a “purple” state, meaning that it does not lean either Democratic or Republican but will be a key state in the 2022 midterm elections (if your last name begins with H-M) 4. a social media influencer that wants to help an NGO get the word out to consumers about modern slavery and the garment industry and is considering recommending a boycott (if your last name begins with N-R) 5. consumers considering whether to buy from Yap or other fast fashion companies (if your last name beings with S-Z) How do the videos help or hurt your position? What will you recommend based on the group you represent? Think of a few talking points and be prepared to present to the class.

    Additional Information:
    See Syllabus attached.

    first week compliance fall 2021 syllabus.docx



Contact Information:
Phone: 305-284-6534