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Corporate and Securities Law Track

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See also Corporate and Securities Law Sequence below.

The Corporate and Securities Law Track is designed to give students specialized preparation for practice in law firms and in-house corporate counsel offices in fields related to corporate finance and financial markets. Approximately one-third of the 84 credits required for graduation must be in corporate and securities law courses. The remaining two-thirds of the course work of the track is outside corporate and securities law, thereby ensuring students substantial breadth in their professional training.

The course requirements for the Corporate and Securities Law Track are as follows:

• 28 credit hours in corporate and securities law courses
• 45 credit hours in required General Law Program courses (including Professional Responsibility)
• 11 credit hours in elective courses

Selected Course Descriptions

Business Associations provides a detailed introduction to the law and economics of agency, partnerships, limited partnerships, and corporation law. The second half of the course focuses on publicly traded corporations.

Unincorporated Businesses is intended to be a modern successor to "Agency and Partnership." The course focuses on general and limited partnerships as well as several new business forms: limited liability companies, limited liability partnerships, limited liability limited partnerships, business trusts, and unincorporated nonprofits. The course covers the theoretical, legal, and business context of unincorporated firms, including choice of form considerations and exercises in drafting governance documents and statutes.

Securities Law and Regulation examines the disclosure system and securities market regulation, including registration, exemptions, and remedies under the Securities Act of 1933; reporting and accounting standards under the 1934 Act; the proxy system; Section 16(a) reporting; state "blue sky" laws; and the regulation of broker-dealers, specialists, and self-regulatory organizations.

Corporate Acquisitions focuses principally on state corporate law, though consideration is also given to federal securities, tax, and antitrust laws. Topics covered include business and tax considerations relevant to acquisitions, methods of corporate combinations, directors' duties in connection with sales of control, appraisal rights, and target defensive tactics. Financial Theory considers the principles of finance and the application of those principles to a variety of legal questions. Topics include portfolio theory, equilibrium pricing models, valuation of a firm, capital structure of a firm, restructuring in attempted takeover situations, mergers and acquisitions, dividend policy, and empirical models of finance.

Corporate and Securities Track Thesis. The Corporate Track Thesis requires the student to develop, refine, and expand a research paper into an article suitable for publication in law journals.

Schedules for the Corporate and Securities Law Track 

Note: The following schedules are illustrative of the general order in which students should take courses. Some courses might not be offered during the semesters indicated in these schedules, so be sure to check with the Records Office for a current schedule of courses.

Day Division			Evening Division
First Year - Fall			First Year - Fall
Legal Research, Writing, and Analysis I	2		Legal Research, Writing, and Analysis I	2
Torts I	3		Torts I	3
Contracts I	3		Contracts I	3
Property	4		Economic Foundations of Legal Studies	3
Economic Foundations of Legal Studies	3
Total	15		Total	12

 

First Year - Spring			First Year - Spring
Legal Research, Writing, and Analysis II	2		Legal Research, Writing, and Analysis II	2
Torts II	3		Torts II	3
Contracts II	3		Contracts II	3
Civil Procedure	4		Civil Procedure	4
Criminal Law	3
Total	15		Total	12

 

Second Year - Fall			Second Year - Fall
Legal Research, Writing, and Analysis III	2		Legal Research, Writing, and Analysis III	2
Constitutional  Law	4		Property	4
Business Associations	4		Constitutional Law	4
Bankruptcy	3
Electives	2
Total	15		Total	10

 

Second Year - Spring			Second Year - Spring
Legal Research, Writing, and Analysis IV	2		Legal Research, Writing, and Analysis IV	2
Unincorporated Businesses	2		Administrative Law	3
Securities Law and Regulation	3		Criminal Law	3
Constitutional Law II*	2		Constitutional Law II*	2
Income Tax	4		Electives	0-2
Secured Finance	3
Total	16		Total	10-12

 

Third Year - Fall			Third Year - Fall
Corporate Income Tax	3		Business Associations	4
Corporate and Securities Law Track Thesis	2		Bankruptcy	3
Professional Responsibility	2		Electives	2-3
Elecives	6-7
Total	14		Total	9-10

 

Third Year - Spring			Third Year - Spring
Administrative Law	3		Securities Law and Regulation	3
Corporate Acquisitions	2		Unincorporated Business	2
Partnership Tax	2		Income Tax	4
Electives	5-6		Secured Finance	3
Total	12-13		Total	12

 

			Fourth Year - Fall
			Corporate Income Tax	3
			Corporate and Securities Law Track Thesis	2
			Professional Responsibility	2
			Electives	2-3
			Total	9-10

 

			Fourth Year - Spring
			Corporate Acquisitions	2
			Partnership Tax	2
			Electives	4-7
			Total	8-11

 

Total Hours:

84

Total Hours:

84

* Note: Constitutional Law II is a requirement for students who entered law school in Fall 2003. This means that it is first required in Spring 2005.

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Corporate and Securities Law Sequence

George Mason law students may, in the alternative, choose to pursue the Corporate and Securities Law Sequence. This sequence is designed for students who wish to gain a solid foundation in corporate and securities law, but who also wish to have more flexibility in their course of study.

In order to complete the Corporate and Securities Law Sequence, students must complete the following corporate and securities law courses:

Course	Credit Hours
Business Associations	4
Income Tax	4
Secured Finance	3
Securities Regulation*	3
Unincorporated Business*	2
Bankruptcy	3
Corporate Tax*	3

* Business Associations is a prerequisite to Corporate Tax, Unincorporated Business, and Securities Regulation; and Income Tax is a prerequisite to Corporate Tax.