This course will provide students with a basic understanding of the issues and techniques relevant to the negotiation and drafting of the key documentation used in the corporate setting, ranging from basic corporate documentation to the documentation employed in mergers and acquisitions transactions, both public and private. The purpose of this course is two-fold: first, to acquaint students who might be considering a career in the corporate structure with the basic documentation that they might confront and, second, to help students develop their drafting skills. To this end, we will focus on basic drafting techniques and customs; actual examples of litigation arising from imprecise or flawed drafting; analysis of the key terms of corporate documentation; and drafting assignments geared to providing the students with an opportunity to apply the information presented during the course of the semester and to hone their own drafting skills.
Note: This course is only open to graduating 3L or LLM students.
Prerequisites: Corporations or Corporations and Business Entities (Mergers & Acquisitions or Mergers and Acquisitions short courses helpful, but not required).