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Winter 2018 Course Descriptions

As of 9/20/2018 5:56:41 AM

First Year Required

520   Contracts

This course is an introduction to commercial and consumer law and lays the foundation for advanced study in commercial transactions, corporations, restitution, consumer credit, and investment securities. Substantively, the Contracts course deals with how contracts are formed, which contracts are valid, when a contract has been breached and the various remedies for breach, including damages, specific performance, and restitution. The course is also designed to introduce the student to legal methodology and the techniques of statutory interpretation, particularly in connection with the Uniform Commercial Code.

530   Criminal Law

This course examines the application of legal principles as a limitation on the definition of crime; the theories underlying criminal law; and the problems of the imposition and execution of sentences. Also examined are various specific areas of substantive criminal law, including: (1) general principles applicable to all crimes, e.g., mistake, causation, legal insanity, intoxication, and rules of justification and excuse; (2) accountability for the acts of others; and (3) attempt and conspiracy.

540   Intro to Constitutional Law

This course introduces the student to certain fundamental cases in Constitutional law, to the questions they raise, and to the modes of thought and criticism appropriate to this field. There is necessarily a large historical component to the work, for the Constitution has acquired its meaning over time. Major questions include: What is the justification for judicial review? What are appropriate occasions and standards for the exercise of this power? How has the power actually been used throughout our history? These questions are considered in the context of doctrinal fields chosen for variety of issues and to allow consideration of historical development over the full life of the Constitution. These fields include: the scope of federal powers; preemption; state regulation of interstate commerce (in some sections); powers of the President; relations between branches of the federal government; basic principles of racial equal protection; Congressional enforcement power under the Reconstruction Amendments; and justiciability.

594   Legal Practice Skills II

Legal Practice Skills II, a full-semester course, continues the skills- and client-based focus of the first-semester Legal Practice courses. Among other things, one goal of LP Skills II is shifting students into the role of an advocate. As was the case in the first semester, the timing and range of specific skills covered in the course differs from professor to professor. For example, students may develop skills in advocacy and persuasive argument through instruction in pre-trial procedures, pleadings, and drafting pre-trial motions. They then have one or more chances to argue on behalf of a client before a judge or panel of judges. Students may also be introduced to transactional practice and skills, such as learning how to negotiate with other parties in a transactional setting followed by drafting agreements to memorialize the results of those negotiations. As the course progresses, students are repeatedly reminded of how their professional and ethical obligations affect the choices they make when representing clients. Students receive frequent guidance on their assignments via formative feedback from their professors, as well as numerous opportunities for student-driven self-evaluation.

580   Torts

Compensation at law for private wrongs and intentional wrongs as well as accidents, with principal emphasis on harms to person and property. Special areas such as product liability, defamation, or business torts will be treated selectively.

Upper Class

751   Accounting for Lawyers

This course introduces the basic concepts and methods used in the preparation of the four corporate financial statements (the balance sheet, income statement, statement of cash flows, and statement of stockholders' equity). In this process, the course will also develop the accounting treatment of specific items such as long-term assets, inventory, sales, receivables, and debt securities. The course will use actual corporate financial statements of Fortune 500 companies and will provide students the tools necessary to understand such statements as well as some of the basic footnote disclosures associated with such statements. Students who have substantial background in financial accounting or who have taken classes in financial accounting are ineligible to take or receive credit for this course for a grade. However, students who took only an introductory class in financial accounting a significant amount of time ago may request permission from the instructor to take the course for a grade.

601   Administrative Law

Professor Mendelson's section: This course includes a thorough examination of the legal framework--constitutional, statutory, and common law--that empowers and constrains a wide range of federal administrative agencies. We will also look at the ways agencies themselves make law through rulemaking and adjudicate cases, and cover a range of other topics, including agency due process, adjudication in agencies, limitations on judicial review, standing, and finality. We will also engage issues of current concern, including presidential control of agencies and so-called e-government. This course is for students who have not taken Law 569, Legislation and Regulation. Professor Bagley's section: Restricted to students who have already taken Legislation and Regulation, this course undertakes a thorough examination of the legal framework--constitutional, statutory, and common law--that empowers and constrains a wide range of federal administrative agencies. We will also look at the ways agencies themselves make law through rulemaking and adjudicate cases. The course will cover, among other things, administrative due process, Article I courts, agency preemption, preclusion of review, standing, finality, exhaustion, and ripeness.

596   Business Basics for Lawyers

This one-credit course offers students who have little or no background in business a quick introduction to the vocabulary and selected principles of business so that students will be better able to understand and communicate with business clients or clients who interact with businesses. The course is self-contained and is delivered by Ross School of Business faculty from accounting, finance, marketing and economics over two days just prior to the start of the Winter term. Students need no prior experience with business. Those who wish to learn more about business can continue their studies at Michigan Law by taking the more advanced business courses in the " . . . for lawyers" series, such as Accounting for Lawyers and Finance for Lawyers. Conversely, students who already have considerable business background or who have taken two or more courses in the " . . . for lawyers" series should not take this course.

659   Capital Markets Regulation

This course concerns the law, economics, and institutions of financial trading markets, such as markets for stocks and bonds, which provide "capital" or financing for businesses in the economy. These markets serve vital social functions, including facilitating trade and incorporating information into prices, which serve as guides for the real economy. The course will begin with the major institutions of financial trading markets. It will then address the economic theory that explains their dynamics. These segments lay the groundwork for a more informed discussion of the substantive law that governs capital markets. In particular, we will consider (1) the regulation of market structure; (2) contemporary controversies regarding the modern stock market, such as high-frequency trading and dark pools; and (3) the regulation of misconduct by traders, including manipulation and insider trading. By the end of the course, students should be equipped to analyze with sophistication important law and public policy issues, such as high frequency trading, dark pools, and market structure. The class is a blend of statutory and case law, economics, and public policy. It should be of value to any student interested in a career involving the capital markets, securities, or with an interest in the functioning and social value of markets. This course focuses on trading markets, in contrast to Securities Regulation, which focuses on the regulation of the issuers of stocks and bonds, and their agents, in connection with the offering of securities.

505   Chinese Law

The main objective of this course is to introduce you to the study of Chinese law as a developing legal system in an authoritarian political system. After the creation of the People's Republic of China in 1949, law occupied an uncertain position in China's new socialist system, but since 1978, primarily in order to initiate and carry out economic reforms, there has been very rapid legal development. What these commitments might mean is one of the key issues explored in this course, in which we shall examine core aspects of the Chinese legal system. We begin by looking at the relationship between law and politics and the place of the legal system in the larger political system. We then look at constitutional law, administrative law, contemporary Chinese legal institutions, criminal justice and civil procedure and dispute resolution processes, and several areas of Chinese law from historical and comparative perspectives. The course will be organized in a seminar format. During each class, the instructor will lecture on one particular topic, and students will be encouraged to participate in discussion. This course will be assessed by a final 24 hour take-home exam.

716   Complex Litigation

This course will examine aggregate litigation in the federal courts, with a primary focus on class actions and multidistrict litigation. Topics will include attorney compensation; class certification procedures and requirements; settlement of class actions and multidistrict litigation; and the preclusive effects of class and non-class litigation.

680   Constitutionalism in S Africa

The course examines South Africa's negotiated transition from apartheid to a genuinely representative democracy. The class will spend considerable time on the decisions of the new Constitutional Court, exploring its shaping of a constitutional jurisprudence, particularly with regard to equality and socio-economic rights.

633   Copyright

This is an introductory copyright course focusing on the public policies underlying U.S. copyright law, the way those policies have been fulfilled or thwarted by judicial decisions and by legislation, and the challenge of developing coherent copyright policy in a digital era. The course will also touch on the intersections between U.S. copyright law and international treaties, and upon other federal and state laws dealing with related subject matter.

635   Corporate Finance

This course is designed to familiarize law students with the foundations and most recent developments in the theory and application of corporate finance. We will explore several topics, including: the theory of present discounted value, stock valuation (i.e., discounted net cash flow analysis), bond valuation, capital budgeting and other valuation techniques; the theory and evidence for and against the efficient capital market hypothesis and the counter-hypothesis of behavioral finance theory; risk, return, the capital asset pricing model and arbitrage pricing theory; the firm's investment and financing decisions, including security issuance, the law and economics of dividend policy and share repurchases; optimal capital structure; comparative corporate law; the role of classical finance theory in legal decisions; option theory; and the causes and consequences of corporate mergers and acquisitions.

Professor Beny

723   Corporate Lawyer: Law & Ethics

The Corporate Lawyer is intended to be the first course for students interested in careers as corporate lawyers or representing public corporations. We will focus on ethical issues relating to the representation of a corporation, including conflicts and their waiver, confidentiality, and client identity. We will also address the ethical obligations that corporate lawyers owe to the courts and regulators, particularly the topic of whistleblowing. In addition, we will study the role of lawyers in advising corporate boards and officers with regard to their fiduciary obligations, and corporate governance issues, including corporate powers, shareholder voting rights, and liability issues. This course also introduces students to the regulation of public corporations under the securities laws, including the obligations imposed by the securities laws on corporate lawyers. This course has replaced Law 723 "The Public Corporation" in the curriculum. This course (or Enterprise Organization) is a prerequisite for many advanced corporate law classes. No prior background in business is assumed. Students who have previously taken The Public Corporation may not take this course, and students may not take both Enterprise Organization and The Corporate Lawyer for credit.

643   Crim Pro:Bail to Post Con Rev

An analysis of the legal and practical problems presented in the administration of criminal justice from the point of bail to post conviction review. Subjects include: prosecutor's discretion, preliminary examination, grand jury operations, discovery, joinder and severance of parties and offenses, plea negotiations, acceptance of guilty pleas, selection and role of the jury in criminal trials, selected trial problems, sentencing, appellate and habeas corpus review, and professional responsibilities of the prosecutor and defense attorney.

578   Critical Issues in Law&Develop

Critical Issues in Law and Development This course investigates the role of law and legal institutions in international economic development. We will survey several critical topics in the relevant literature, such as property rights, the role of the judiciary, rule of law, constitutionalism and democracy, law and finance, corruption and social norms, and others. Students are expected to present and submit a research paper by the end of the term.

653   Employment Discrimination

This course focuses most prominently on Title VII of the 1964 Civil Rights Act, which prohibits employment discrimination based on "race, color, religion, sex, or national origin." The course considers the basic frameworks for proving discrimination under Title VII and the jurisprudence defining Title VII's protected classes. The course also investigates newer Title VII fields, like the law of sexual harassment and pregnancy discrimination. The course then compares Title VII of the 1964 Civil Rights Act to Title I of the Americans with Disabilities Act (ADA), which protects "a qualified individual with a disability" from employment discrimination based on his disability. The course explores the jurisprudence on who counts as a disabled person for purposes of the ADA, and examines the rights that a protected person enjoys under the statute. In addition, the course considers various state and local employment discrimination statutes.

657   Enterprise Organization

Enterprise Organization introduces the law governing the organization of business entities, including agency, partnership, limited liability companies, and corporations, including closely-held corporations. It provides a general introduction to business organizations for students who intend to pursue a wide variety of careers, not just corporate law. The duties of agents to their principals, partners to their co-partners, and directors and officers to their corporations and shareholders are covered. Some sections may cover mergers and acquisitions as well. Certain sections of Enterprise Organization will devote extra time to the study of business fundamentals to help students with no prior exposure to business concepts. Any student, regardless of prior business background, is eligible to enroll in these "business basics" sections, but it is recommended that students with some business background, either academic or practical, enroll in another section of this course or Corporate Lawyer: Law & Ethics. This course (or Corporate Lawyer: Law & Ethics) is either a prerequisite or provides an important foundation for a number of advanced corporate law classes. (Please check the footnotes for each class about information about pre-requisites.) Students may not take both Enterprise Organization and Corporate Lawyer: Law & Ethics for credit.

679   Environmental Law and Policy

This introductory environmental law course will focus on the legal regulation of pollution and waste management. The course will cover a number of federal environmental statutes, including the Clean Water Act, the Clean Air Act, the Resource Conservation and Recovery Act, and the Superfund law. In studying these statutes, we will consider a number of more general issues relating to environmental regulation, including the proper goals of environmental regulation; the roles of science and risk assessment; the valuation of environmental injuries and environmental benefits; and the choice of regulatory approach, ranging from command-and-control regulation to information disclosure requirements. Professor Mendelson

665   Estate and Gift Tax

This course examines the purposes of taxing the gratuitous transfers of property and the manner in which the current system of tax operates and to some extent determines how to plan (as a practitioner).

669   Evidence

This course focuses on the procedural rules that regulate the use of evidence at trial. The rules covered include those relating to the competence of witnesses, the mode of examination, relevance, impeachment, character evidence, hearsay, expert evidence, privileges, and judicial notice. Particular attention is paid to the Federal Rules of Evidence.

673   Family Law

This course will provide an overview of contemporary family law. The course will cover constitutional questions such as the state's power over private relations, access to marriage, gender equality, and the rights of parents to raise their children. It will examine marriage, non-marital families, economic rights and obligations, intra-family violence, parenthood including adoption, surrogacy and assisted reproductive technologies, divorce, child support, child custody and visitation, child protection and foster care, dispute resolution methods, and private agreements in family law (prenuptial and separation). We will address ethical issues and the practice of family law. The course will consider the rapid trajectory of doctrinal and cultural change in modern family law and provide a foundation for understanding and participating in the ongoing evolution of the field. The course will include several practice-based exercises throughout the semester.

677   Federal Courts

Professors Seinfeld and Whitman: An intensive and critical examination of the role of federal courts in maintaining a constitutional order in the United States. Among the topics considered are justiciability, the power of Congress to control the jurisdiction of federal and state courts, Supreme Court review of state court decisions, federal habeas corpus for state prisoners, and suits challenging official action. Professor McKeague: The focus of this course is the operation of the federal court system. The course is taught with an eye for the federal-courts jurisprudence that is most important to practitioners and includes examples and advice derived from the professor's experience as a federal trial and appellate judge. The course will cover not only the usual bases of federal court jurisdiction, such as federal question, diversity and removal, but also other doctrines that impact federal courts, including standing, ripeness, mootness, abstention and state sovereign immunity. Significant attention will be focused on federal litigation under section 1983 of the Civil Rights Acts, which is the statute used to remedy most violations of the Constitution and federal statutes.

624   Federal Criminal Law

This course will examine the law of federal crimes. Specific topics will include civil rights offenses, extortion, sprawling drug conspiracies, RICO, money-laundering, "material support" of terrorist organizations, fraud, official corruption, corporate prosecutions, deferred prosecutions, the unusual path federal courts have taken in interpreting mens rea requirements, criminal sentencing under the advisory but still curiously detailed Sentencing Guidelines, federal jurisdiction and Congress's constitutional authority to enact criminal prohibitions, and the many ways in which Congress has delegated its criminal lawmaking power. A major theme of the course will be that federal crimes are defined less by Congress than by complex interactions among the three branches of government, with prosecutors and judges playing an essential role in determining the actual on-the-ground definitions of federal crimes. This delegation of power raises challenging questions about legitimacy, accountability, discretion, and institutional competence.

709   Financial Regulation

This course explores financial regulation in the aftermath of the most systemic financial crisis in the last 70 years. The 2007-2009 financial crisis was followed by a major shift in regulatory design with the enactment of the Dodd-Frank Act. We analyze and compare the current market and regulatory architecture of the U.S. financial sector, from banks, insurance companies, and broker-dealers, to asset managers and complex financial conglomerates. We explore a range of financial activities, from consumer finance and investment to payment systems, securitization, short-term wholesale funding, money markets, and derivatives. We examine a range of regulatory techniques, including supervision, enforcement, and rule-writing, as well as crisis-fighting tools such as resolution and the lender of last resort. We also note the cross-border implications of U.S. rules, and compare, where appropriate, the U.S. financial regulatory framework and policy choices to those in other places around the globe, especially the European Union. We also discuss the proposals from the New Administration to repeal important provisions in the Dodd-Frank Act and otherwise reverse the regulatory course for important parts of the U.S. financial system.

681   First Amendment

This course examines the law made by The Supreme Court concerning the freedom of speech, and the freedom and establishment of religion.

516   Formation of the Common Law

The Formation of the Common Law: English Legal History from Alfred the Great to Magna Carta This course examines the early history of the English Common Law and explores various approaches to legal history. We will study both medieval documents and key works of modern historical writing in order to obtain an overall picture of the chronology, processes, and causes of legal development. Following an introduction to the history of the period (no prior study of history is required) and to the use of historical sources, a combination of chronological and thematic approaches will be adopted. Key issues will be the role of royal authority in legal development; the impact of changes in literacy; changes in the nature of legal knowledge and thought; the separation of legal from other social norms; the degree to which legal change works by its own internal logic.

788   Habeas Corpus

The writ of habeas corpus is typically used to test the legality of a prisoners detention to bring his corpus (or body) before a court for adjudication. This course will examine three different forms of the common law writ of habeas corpus: (1) the writ as a check on Executive detentions; (2) the writ as a post-conviction remedy for illegal detentions resulting from flawed federal criminal convictions; and (3) the writ as a post-conviction remedy for illegal detentions resulting from flawed state criminal convictions. Although we will discuss all three forms, the course will focus primarily on the use of the Great Writ as a means of challenging state criminal convictions in federal courts. Providing defendants with an opportunity to relitigate federal claims in federal courts is thought to protect against potential state court bias and ensure that those in prison are actually guilty of the offenses for which they have been incarcerated. Balanced against the desire to ensure fairness, however, are concerns about federalism, finality, and conservation of judicial resources. Consequently, for each expansion of the writ's scope to increase fairness to defendants, there has been a concomitant contraction elsewhere. These contractions often take the form of procedural barriers to federal court review including statutes of limitations, harmless error doctrines, exhaustion and procedural default requirements, retroactivity limitations, and successive petition bans. This course will consider the purpose of the Great Writ and examine the ways in which the courts and legislatures have expanded and contracted the writ over time.

687   Immigration and Nationality

This course will explore the legal, historical and policy perspectives that shape U.S. law governing immigration and citizenship. The course provides a general overview of the constitutional and international law foundations underlying immigration regulation, the history of immigration law in the U.S., the source and scope of congressional and executive branch power in the realm of immigration, and the role of the judiciary in making and interpreting immigration law. The course will closely examine the admission, exclusion, removal and naturalization of noncitizens in the United States.

787   Impact of Hum Rts on Int Law

The Impact of Human Rights on International Law

The efforts to protect human rights by means of international law are no less than revolutionary. They have turned states' insides out in an almost literal sense: The ways in which states treat their own nationals used to be the very core of "domestic jurisdiction" in which no foreign state or international organization was allowed to intervene. But over the last 50 years or so the relationship between governments and the people under their authority has turned into a subject of international (also:legal) concern, ranging from laying down human rights obligations in treaties, the discussion of human rights matters in international bodies and conferences, public censure and condemnation, the international "mobilization of shame," to judgments of human rights courts and sanctions against persistent violators. This development has had a profound impact not only on international politics but also on general international law - a body of principles, rules and procedures traditionally developed to cope with tasks and challenges arising at the level of inter-state (inter-sovereign) relations. The compact Course will analyse in depth the ways in which this development has manifested itself - and the difficulties to which it has led - in the most important fields of international law: its sources, particularly the law of treaties, state responsibility, jurisdictional immunities of states, and the activities of international courts and tribunals.

702   Insurance Law and Policy

This is a survey course designed to introduce students to insurance institutions and insurance law, with the ultimate goal of understanding the role of insurance in society. Liability, health, and property insurance will receive the most attention, but we will also discuss life and disability insurance. After taking this course, students will know how to read and analyze a standard form insurance contract, how to work with insurance regulatory materials, how to spot the insurance issues in a wide variety of legal and public policy contexts, and how to think about insurance related issues using conceptual tools from a variety of disciplines. Cross-cutting themes of interest include the hidden role of insurance in shaping litigation strategy, the regulatory function of insurance contracts, and the ways in which various conceptions of justice are achieved through insurance mechanisms as well as insurance regulation.

630   International Law

This class offers a general introduction to the international legal system. We will explore how international is made through treaties, custom, and other processes; the roles of states, NGOs, international organizations, and corporations in making international law; how violations of international law are identified and remedied by courts and other institutions or actors; and when and why states comply with international law. The class will cover a range of topics, including human rights, international criminal law, the use of force, environmental protection, and international trade and investment. Each topic will be discussed through examination of a real ongoing or recent incident, controversy, or conflict.

694   International Litigation

This course will address the major issues of international litigation, including jurisdiction (under domestic American law, foreign law, and international conventions), choice of law (from an American and foreign, particularly European, perspective), taking evidence abroad (under American and international rules), and enforcement of judgments (foreign judgements in the U.S. and American judgments abroad). Time permitting, it will also cover the basic issues of international arbitration and foreign sovereign immunity.

502   Int'l Corp Governance

International Corporate Governance This course will introduce students to the ongoing convergence of the corporate and capital market laws of various jurisdictions, and to the role of international economy and politics in that process. The "convergence-from-competition hypothesis" will be explicated during the semester through readings and analysis of relevant materials, including empirical studies on the corporate ownership and capital market structure, together with an overview of major legal families of the world. The course will begin with an introduction to comparative corporate governance as a new discipline of legal scholarship in the United States and in other countries. Students will study the current state of comparative corporate governance research by examining law review articles and other academic materials, as well as documents drawn from the actual practice of corporate governance and finance. The convergence in corporate governance discussions will be the focus of this part of the course, and the divergent approaches of the contemporary corporate governance theories will be reviewed. Then, the class will study theory and practice of cross-listing and cross-border mergers and acquisitions to understand the two major forces of global convergence of corporate governance and finance. The class will cover the issues of international regulatory competition and arbitrage, cross-listing and bonding hypothesis, and international implications of the US Sarbanes-Oxley Act. The role of the global investment banking institutions and investment professionals in corporate governance and finance will also be discussed with some illustrative cases on cross-border mergers and acquisitions, including Gucci, Vodafone, ArcelorMittal, and DaimlerChrysler. After that, the instructor will draw introductory studies on corporate governance from the United States, Germany, European Union, Russia, China, Japan and Korea, and explore with the students how and why the respective corporate and securities laws of these countries are converging with those of the United States. The class will also look into corporate governance of some representative international companies in those jurisdictions, including Volkswagen and Porsche, Gazprom, News Corporation, Walt Disney and Samsung Group. Further, some important international norms of corporate governance and their implications on globalization of corporate governance will be introduced. The course will end with a discussion of the relevance to corporate governance of the international capital market integration and international prudential rules. The discussions on the role of international (soft) law in the making of a global standard of corporate governance with universal applicability will be the focus of this part of the course.

602   Int'l Investment Law

Foreign investment has long been recognized as one of the pillars of the global economy, and is now a focus on significant public attention as many states -- especially in Latin America, Eastern Europe, and the former Soviet Union -- view it as the key to rescuing their economies. This course will examine the international community's regulation of foreign investment, focussing upon the norms that have emerged over the past seventy years to govern this process. The class will primarily address investment abroad, in both developed and developing nations, although attention will also be given to restrictions on foreign investment in the United States. It will consider the protections required by international investors, e.g., those concerning establishment of new enterprises, transfers of profits, fair treatment, and expropriation. We will also discuss the increased focus on responsibilities of investors in the areas of human rights and environmental and labor standards. Resolution of investment disputes will also be covered. The course is designed both to shed light on the process of foreign investment as well as to demonstrate the relevance of international law to transnational business transactions. Completion of Transnational Law or an equivalent course in international law prior to taking this course is highly recommended but not required.

714   K-12 Education Law

This course will examine federal, state and local laws governing K-12 public school districts. We will also explore applicable case law as we consider topics such as governance, curriculum, the right to an education, public funding, equal protection, disparities in the quality of education, freedom of speech, privacy rights, religion, school safety and discipline, charter schools, special education, teacher tenure, school district liability/immunity, and reform. Overall, the goal of this course will be to introduce and critically analyze the legal and socio-economic aspects of the K-12 education system in an effort to equip students with a better understanding and ability to anticipate, recognize and ultimately assist with the resolution of legal issues that arise within this dynamic and ever-changing environment.

699   Labor Law

This course will examine the law governing collective labor relations. We will study the National Labor Relations Act and the processes of union organizing and collective bargaining that the NLRA establishes. We will also consider historical and comparative perspectives on labor law, emerging forms of worker organization and union strategies outside the scope of the NLRA, and law reform proposals that have arisen in the face of an aging labor law regime. We will explore the intersection of labor and immigration law, union participation in the political process, and emerging systems that address the problem of labor in the global supply chain. Throughout the course, we will ask: To what extent does or should labor law encourage worker participation and economic redistribution? How should labor law be reformed to address ongoing transformations in corporate organization, economic globalization, and shifting conceptions of class identity? There is no prerequisite for the course.

777   Law and Development

The Law and Development course will address the function and dysfunction of legal systems in the developing world, focusing principally, but not exclusively, on Southeast Asia and Southern Africa. It will include (1) a very basic grounding in the problems facing legal systems in developing nations in addition to (2) a brief introduction to most important aspects of civil law systems, Dutch-Roman legal systems and socialist law legal systems. The course will have two components, and students are required to enroll for both: first, for one credit, a series of five, two-and-one-half-hour classroom sessions; and second, a research project producing a paper, not necessarily due during the term in which the course is taken. The class will dovetail with the activities of the Program for International Law and Development. Students who do not pursue a practical internship in conjunction with these courses are required to write a one-credit research paper and must therefore enroll for section 001 of Law and Development Research. Those students who arrange to and carry out practical internship work in Namibia or Cambodia (or, at the discretion of the instructor, in another developing nation) must write either a one-credit research paper or an expanded paper for two-credits applying their experience to their research. Students choosing the one-credit option must enroll for section 001 of Law and Development Research; those choosing the two-credit option must enroll for section 002.

778   Law and Development Research

The Law and Development course will address the function and dysfunction of legal systems in the developing world, focusing principally, but not exclusively, on Southeast Asia and Southern Africa. It will include (1) a very basic grounding in the problems facing legal systems in developing nations in addition to (2) a brief introduction to most important aspects of civil law systems, Dutch-Roman legal systems and socialist law legal systems. The course will have two components, and students are required to enroll for both: first, for one credit, a series of five, two-and-one-half-hour classroom sessions; and second, a research project producing a paper, not necessarily due during the term in which the course is taken. The class will dovetail with the activities of the Program for International Law and Development. Students who do not pursue a practical internship in conjunction with these courses are required to write a one-credit research paper and must therefore enroll for section 001 of Law and Development Research. Those students who arrange to and carry out practical internship work in Namibia or Cambodia (or, at the discretion of the instructor, in another developing nation) must write either a one-credit research paper or an expanded paper for two-credits applying their experience to their research. Students choosing the one-credit option must enroll for section 001 of Law and Development Research; those choosing the two-credit option must enroll for section 002.

672   Law and Public Health

The purpose of this course is to examine the legal context of the relationship the individual and the community, and to understand public health regulation in the context of a market-driven system. The goals of the course are for students to understand generally: constitutional authority and limits on governmental intervention in public health (i.e., individual rights vs. society's rights); the function of the interactions between courts, legislatures, and regulators; how law will affect students as strategic thinkers in public health positions; how to recognize legal result and communicate with attorneys; and the process of public health regulation and potential legal barriers to public health intervention strategies. Specific topics will vary, but will usually include; the nature and scope of public health authority; constitutional constraints on public health initiatives; tobacco control; youth violence; injury prevention; the spread of communicable disease; and regulating environmental risk.

731   Legal Ethics & Prof Resp

Professor Clark's section: This will for the most part be a traditional course in legal ethics and professional responsibility. We will focus on the ABA Model Rules of Professional Conduct, along with other sources of law governing lawyers. Our primary aim will be to identify and analyze ethical issues that arise in the practice of law, including: confidentiality, competence, conflicts of interest, lawyer advertising, multi-jurisdictional practice, litigation ethics, negotiation ethics, and issues arising in the representation of entities. In the process, we will also consider broader questions about what sort of lawyers we want to be and how that might fit into our lives. Those broader questions, valuable for their own sake, will also help us think more clearly about the pragmatic principles and rules we need to know as we prepare to practice law. Professor Hirshon's section: This course trains students to recognize those ethical dilemmas they will most likely encounter during their practices. Students will analyze "real life" situations, apply the most relevant model rule(s) and discuss the shades of gray that affect their decision making. Additionally, students will learn how the model rules are enacted, enforced and sometimes broken ... and the concomitant consequences. The primary objectives of the course are to explore what it means to be a member of the legal profession and to create an appropriate forum for discussion of the type of ethical issues lawyers confront. Classroom discussions will provide an overview and frame of reference of how lawyers might react to those issues. Guest lecturers will provide their insights into the ethical practice of law. Additionally, the class will engage in role playing and analysis of films and advertising clips. Professor Niehoff's section: This course seeks to help you identify, analyze, and think critically about the legal ethics issues that arise in the practice of law. We begin with a discussion of normative ethics and legal ethics generally, and then move to more specific issues like competency, confidentiality, conflicts of interest, representing individuals with diminished capacity, representing entities, litigation ethics, negotiation ethics, ethical issues that arise in specific career settings like law firms and prosecutors' offices, lawyer advertising, and pro bono. We also discuss enforcement mechanisms like disciplinary bodies and malpractice actions. The class typically includes some small group role-playing exercises, the use of film clips, and guest lecturers.

569   Legislation and Regulation

In the modern regulatory state, the rules that most profoundly shape private conduct come not from the common law but, instead, from legislatures and agencies. This class will explore the lawmaking function of these institutions and the virtues and vices of administrative governance. Among other things, the class will cover: the nature of the legislative process; statutory interpretation; the justifications for regulatory intervention; regulatory tools and strategies; the allocation of authority between legislatures and agencies; the varied forms of agency decision-making; and judicial review of agency decisions. In offering a survey of public law, the course will introduce students to the essentials of both statutory interpretation and administrative law.

698   Making of Civil Law

The Making of Civil Law This course explores the development of the Civilian legal tradition -- one of the world's major legal traditions today -- with a particular focus on its early history and its later uses in early modern and modern contexts. Working with a reverse chronology, the first third of the course analyses how the Civil Law tradition was shaped and molded by European lawyers and jurists during the 'long' nineteenth century. We then move back in time to survey the roles played by arguments from Roman civil law in early modern colonial expansion, with a specific focus on the establishment of Spanish and Portuguese rule in the Americas. In the second half of the course we move back in time again in order to analyze the making of Roman law itself, providing an overview of fundamental Roman legal concepts and critically questioning the extent to which the Civil Law tradition -- which we examined in the first half of the course -- was built upon ancient Roman legal ideas and sources. Through lectures, as well as discussion of key primary sources and secondary materials, the course will introduce the following key topics: the sources and methods of the (Roman) Civil law tradition, including case law, equity and the role played by legal experts ('jurists') in scientific legal development; the rise of codes, codification and the interpretation of statute law; the distinction between private and public law; the concept of jurisdiction; how legal concepts such as contracts, torts etc. change and develop through time; and the uses to which Roman legal arguments have been put in order to justify colonial conquest, both ancient and modern. No prior study of history or the civilian legal tradition is required.

546   Marketing for Lawyers

Marketing is a complex business function which requires both knowledge of and skill in strategy formulation and implementation. It necessitates a systematic and disciplined approach (management), which employs the appropriate selection of tools, analysis, and logical reasoning. The purpose of this course, therefore, is to prepare you for positions in today's organisations, by providing you with: * broad knowledge of the core marketing concepts * opportunities to apply these marketing concepts in a variety of organisational contexts * a systematic and disciplined approach to marketing management * knowledge of, and the ability to select from, a variety of marketing tools * opportunities to exercise your analytical skills and logical reasoning Upon completion of the course, you will be able to: * identify the role of marketing in organisations, including not-for-profit, governmental, and other non-business organisations * appreciate the relationship of marketing to other functions in organisations * understand the core marketing concepts, including market research, the STPs and the 4 Ps * employ a systematic and disciplined approach for identifying, analysing, and solving marketing problems * recommend appropriate analyses and tools to support marketing decision-making

705   Mergers and Acquisitions

This course explores the legal and business aspects of corporate mergers and acquisitions, with a particular emphasis on the corporate law, securities law, accounting, finance, tax and antitrust issues arising in connection with such transactions. The course develops the skills necessary to understand complex merger and acquisition transactions through the study of legal cases, business case studies, transaction documents and statutory provisions. Participation in a team simulation exercise is required. Enterprise Organization or Corporate Lawyer: Law & Ethics is a prerequisite.

797   Model Rules and Beyond

You have just looked at a monthly bill recently sent to a client for a matter you have been working on nearly full time. You note that the supervising partner has taken credit for your work product and billed it at her hourly rates. Your time has been almost completely written off and, with that, any hope for a bonus. What do you do? This course explores real life dilemmas confronted by newer attorneys in their day to day practices within private law firms. It also touches upon prosecutorial ethics. It examines the interplay among the model rules, professionalism and business reality when being ethically correct does not necessarily equate with being professional. The course is interactive and requires active participation by each student. Readings will include Legal Ethics: Law Stories and articles and hypotheticals posted on C-tools. Leaders within the profession will appear as guest lecturers. The course will not examine all of the model rules and is not meant to be a primer for the multi-state professional responsibility examination.

508   Modern Amer Legal History

Modern American Legal History This course will introduce students to the major problems and interpretations in the field of American legal history. Through lectures as well as discussions of cases and secondary materials, the course will survey American public and private legal development from the Civil War to the present. The course employs a braided narrative, interweaving (a) the chronological story of the rise of modern legal liberalism and an administrative and regulatory state with (b) a week-to-week sampling of different historical topics, methods, and problematics. Topics to be covered this semester include: the 14th Amendment and the remaking of American citizenship, the rise of the legal profession, classical legal thought, corporation and labor law in the Gilded Age, progressive reform, the origins of civil liberties, New Deal constitutionalism, and the modern civil rights revolution. The course also attempts to introduce some of the theoretical and historiographical perspectives that have fueled recent developments in the field.

536   Nat'l Security & Civ Liberties

National Security and Civil Liberties This course will examine the balance between protecting national security and safeguarding constitutional values. We will explore government tools designed to prevent and disrupt terrorist attacks and to detect espionage. We will also study the impact these tools have on privacy, free speech, free assembly, open courts, and transparency in government. Topics will include electronic surveillance conducted by NSA and FBI pursuant to the Foreign Intelligence Surveillance Act ("FISA"); investigative techniques authorized by the USA PATRIOT Act; use of informants and sting operations; the Classified Information Procedures Act ("CIPA"); the role and impact of leaks, such as those by Edward Snowden and WikiLeaks; detention of enemy combatants at the Guantanamo Bay detention facility and military tribunals; free speech implications of prohibiting material support to designated terrorist organizations; the use of immigration law to protect national security; exploitation of social media; free speech and assembly rights of domestic extremist groups; and related topics.

726   Partnership Tax

This course covers the provisions of the Internal Revenue Code that deal with partnerships including such items as: the definition of a partnership for tax purposes; the utilization and importance of a "balance sheet" analysis of partnership activities; the question of whether a partnership is treated as an entity or as an aggregate of separate interests; the transfer of assets to and from a partnership; the allocation of partnership tax attributes; the special treatment of recourse and nonrecourse liabilities; the operation of a partnership; the determination of a partnership's basis in its assets and a partner's basis in the partnership interest; the restrictions on the deductibility of a partner's share of partnership losses; the effect of a change in partnership interests; and the disposition of partnership interests.

727   Patent Law

This course will provide an introduction to basic concepts of patent law, focusing on legal issues that arise in the course of obtaining and enforcing patents. The course is designed to be suitable for students planning to enter a general practice as well as those planning to specialize in intellectual property. A technical background is not a prerequisite, but students will be required to read and discuss cases involving technical facts. The primary determinant of the grade will be performance on the final examination at the end of the term, but class performance will also be taken into account.

782   Philosophy of Law

In this course, we will explore philosophical puzzles posed by our legal practices. We will address puzzles posed by doctrines from criminal law, tort law, and the law of evidence, among others. We will think about the role that intent plays in statutory interpretation and the value of economic analysis. We will also take up questions about the nature of law and the relationship between law and morality. No prior background in philosophy is required.

627   Promoting Social Jus/ Dialogue

Promoting Social Justice Through Intergroup Dialogue Learn to promote social justice through intergroup dialogue with your fellow law students. Using the University of Michigan's nationally recognized model for intergroup dialogue, small groups of students, facilitated by trained peers, will learn to improve understanding across different social/political identity groups and learn communication skills essential to successful lawyers. You will: * learn and practice skills aimed at creating sustained and productive dialogue (not debate); * explore individual social/political identities and their impact on your law school experience and professional identity; * place individual experiences in the context of social and systemic forces that can promote and maintain inequality, including the legal system and profession; and, * advance social justice through the development of related action plans. After enrollment, students will be asked to respond to a short survey to identify group focus and placements.

560   Property

This course has two basic purposes. The first is a basic survey of the law of property which examines the forms and methods by which property interests are held, used, and transferred. More specifically, it investigates gifts of personal property, adverse possession, conveyancing of real property, estates and future interests, concurrent ownership, nuisance, easements, covenants, zoning, takings, and eminent domain. The course's second purpose grows out of the fact that it is the foundational course which most centrally depends on the common law. It is therefore an excellent vehicle for acquiring skills in handling the common law that are essential for success in law school and in the practice of law. The course, then, is intended to help students become (1) perceptive readers of legal documents (including statutes, regulations, cases, deeds, contracts, and so on); (2) adept at analyzing the structure of legal arguments; and (3) acute in criticizing legal arguments. Note: this course is a foundational course which is recommended -- and sometimes required -- before taking some upper-level offerings in intellectual property, real estate, or land use law.

514   Race Law Stories

What are the overarching stories of race that we have produced over time and what is the significance for law and jurisprudence of these stories? Can we tell what story or stories are framing judicial opinions, legislation, aspirations for racial progress, and so on? This course will explore those questions through the study of landmark cases and other relevant legal and historical texts.

652   Secured Transactions

This course concerns the law governing credit transactions in which the collateral is personal property, principally Article 9 of the Uniform Commercial Code. Topics to be covered include the scope of Article 9, collateral classification, attachment and perfection of security interests, priority among creditors, the impact of bankruptcy law on secured transactions, and default and foreclosure in secured transactions. We will pay close attention to Article 9 and other UCC provisions, which will be explored through problems discussed in class.

743   Securities Regulation

This course covers the regulation of securities offerings and trading under the Securities Act of 1933 and the Securities Exchange Act of 1934. It examines offerings and the registration process under the Securities Act, along with reporting requirements under the Exchange Act. The course will also cover fraud, insider trading and civil liabilities under both Acts.

799   Senior Judge Seminar

In the Senior Judge Seminar students work closely with Legal Practice professors in connection with various aspects of the first-year Legal Practice course. Each Legal Practice professor interviews, chooses and supervises the Senior Judge Seminar students for the Legal Practice section taught by that professor.

794   Senior Judge Seminar II

The Senior Judge Seminar II is a graded course intended to allow selected students who have excelled in the Senior Judge I seminar to work in greater depth with a Legal Practice professor in connection with the Legal Practice course. Each Legal Practice professor interviews, chooses and supervises the Senior Judge Seminar II students for the Legal Practice section taught by the professor.

746   Tax of Financial Instruments

This course will present an in-depth analysis of the federal income taxation of financial instruments and transactions, with a focus on both the taxation and business aspects. In addition, we will explore selected relevant tax policy issues which the U.S. Congress, Treasury Department, and Internal Revenue Service recently have considered pertaining to financial instruments. Topics covered will include: the fundamentals of debt instruments and derivatives; basic interest and original issue discount rules; market discount and premium; variable rate and contingent debt instruments; mortgage-backed securities; taxation of derivatives (options, forwards, futures, swaps and collars); hedging transactions; and cross-border aspects of financial instruments. A pre-requisite for the course is 747 Taxation of Individuals or instructor's permission.

747   Taxation of Individual Income

This is the basic course in federal income taxation. It is a statutory course, and the principal source of law will be the Internal Revenue Code. The topics covered will include the definition of gross income and the determination of permissible deductions from gross income. The class will also analyze numerous Code provisions and doctrines that raise issues of tax timing (that is, in what year should a given item of income or a given deduction be taken into account) and income attribution (that is, to whom should a given item of income or a given deduction be attributed). The bulk of the course will be devoted to learning basic statutory analysis. In addition, however, the class will spend some time studying the policy rationales underlying the structure of the current federal income tax laws and will consider the pros and cons of alternative systems. This course is a prerequisite to a number of other courses, including Tax II, Partnership Tax, Business and Estate Planning, and International Tax.

739   Title IX and Higher Education

This course will examine Title IX of the Education Amendments of 1972 and its application in higher education with a focus on the legal and policy issues surrounding the investigation and adjudication of sexual harassment, including sexual violence, on college campuses. Recent national attention to the question of how schools should best address campus sexual assault, coupled with unprecedented activism regarding how best to balance the rights and interests of the accuser and the accused, contribute to a dynamic moment in Title IX jurisprudence. Discussion will focus on the statute, federal regulations, and federal guidance; federal investigations/compliance reviews and recent court cases arising out of litigation; and the realities and challenges of compliance. This course will also include discussion of the impact other federal laws, such as the Clery Act and Family Educational Rights and Privacy Act, on institutional response and compliance. Although the focus of this course is the applicability of Title IX in higher education, most of the concepts and class discussion are applicable to the K-12 setting, as well.

793   Voting Rights / Election Law

Regulating the Political Process: Voting and Election Law This course will explore the law governing the right to vote in the United States. It will examine the way the law and other forces have shaped the structure of American political participation, and will consider alternative directions American democracy might take. Topics will include the 2000 presidential election dispute, the individual right to vote, reapportionment, representation of minority interests in democratic bodies, preclearance procedures, political and racial gerrymandering, direct democracy, and alternative voting systems. A central aim of this course is to explore general issues of democratic theory in the context of the legal frameworks and the actual institutions that regulate American democracy.