This course is a survey of the law relating to corporations and other forms of business organization and related aspects of basic tax law, securities regulation, and corporate finance. Coverage of the course includes, with varying degrees of emphasis, the law of agency; choice of business form; partnership and other unincorporated entities; formation of corporations; capitalization and distributions; allocation of authority among stockholders, directors, and officers; fiduciary duties; closely held corporations; derivative litigation; insider trading; proxy regulation; contests for control, and mergers and other fundamental changes. The three-credit version of the course will cover less of certain subject areas (particularly those subject areas that are covered in regularly offered advanced courses such as corporate finance, securities regulation, and mergers and acquisitions) and may focus relatively more heavily on partnerships and other unincorporated forms of organization.

For spring offerings, seniors have enrollment priority.

P: Contracts