Students explore issues of entity formation and capital raising activities of going-concerns, as well as exit strategies for both issuers and investors. Students consider problems from the viewpoint of both issuer’s and investor’s counsel and are introduced to the interrelation of corporate law, securities regulation, federal taxation, accounting and related subjects. Particular emphasis is placed upon the planning and counseling function of the lawyer. This seminar offers the opportunity for writing experience through drafting several short memoranda and transaction document provisions during the course and a somewhat longer memorandum at the end. This seminar does not satisfy the Advanced Writing Requirement. P: Business Associations and Income Taxation.