Practical Lawyering Skills
405: Business Practice Transactional Skills
This course will promote skills essential to successful lawyers in business transactional practice: evaluating facts; understanding the central business objectives of clients as well as the goals of other parties to the proposed transaction or relationship; issue spotting and problem solving; and developing, advocating for, and implementing responsive strategies.
Three parallel case studies will run through the course, illustrating the application of each topic to different types of client organizations: a Fortune 500 industrial company, an entrepreneurial family-owned business, and a medium-sized not-for-profit organization. The class will be presented with a series of problem simulations built around diverse, realistic business situations for these mock clients. Topics may include structuring; due diligence; letters of intent and similar preliminary documentation; suggesting changes to sample transactional documents that protect and advance clients’ objectives; and deal implementation.
The course will use traditional learning techniques as well as simulations to explore the role of the transactional lawyer in both a familiar, domestic U.S. context and an increasingly global marketplace. More than ever, business lawyers are afforded the opportunity – and the challenge – of coordinating and planning projects abroad in markets unfamiliar to them, as well as advising international clients with in-bound investments in the lawyer’s home market. There are frequent occasions to interact with people whose experience, way of doing business, and goals are different from our own. They may be clients, partners, or counterparties. The professional opportunity in law practice is to become progressively adept at discarding jargon and misconceptions and bridging expectations among transactional participants and their advisors.
The course will use primarily real estate project fact situations, since most students can easily imagine and relate to client objectives involved in buying, selling, leasing, or otherwise occupying real property, and since in the international aspects of the course the approaches to property rights and occupancy are so fascinatingly different country to country. But the course’s learning points will also have general application in other types of commercial transactions. The course's emphasis on case studies and commercial transaction scenarios is also designed to act as a capstone course which complements and draws upon the students' prior coursework in contracts, real estate and commercial transactions, ethics and government regulation.
Students will be graded based on class participation, written assignments and exercises, and a take home final exam. The final exam will build from these same clients scenarios, offering the class participants an opportunity to apply their learning and to make recommendation to the mock clients with respect to specific situations and goals as a logical conclusion to the course. (Hagy)