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Fall 2024 Course


Prerequisite: None

Exam Type: In Class

This course surveys legal rules governing business organizations with an emphasis on the protection of shareholders in large public corporations against management and controlling shareholders. Topics include choice of legal entity, asset partitioning, the allocation of power between shareholders and management, fiduciary duties, derivative suits, and control transactions. We will focus on the functional analysis of legal rules as one set of constraints on corporate behavior.