Corporate Law in Practice

This course will start off with an overview of the US & international legal systems and touch upon various districts, major concepts and the appointment of judges. It will then go into the basics of a lawsuit and various legal procedures and terminologies.

The next topic will be various corporate structures and various merger deal structures. Other topics include major Securities laws and various fiduciary duties of board of directors to its shareholders such as duty of care, duty of loyalty and business judgment rules.

In practice, there are a lot of common legal agreements required for normal business transactions. They typically include confidentiality agreement, employment letter, engagement letter, exclusivity agreement, lease, among others. The common legal documents involved in securities transactions include term sheets, merger agreement, registration statement, etc.

Typical legal clauses will be discussed in this crash course as well. They include representations and warranties, covenants, indemnities, conditions, damages, governing laws, non-compete, etc. Copyright and trademark issues will be covered as well.

Topics Covered

1. Overview of the legal system (US & International)
   • Various Districts & Circuits
   • Major legal concepts & evolution
   • Judges
2. Anatomy of a lawsuit
   • Major parties
   • Judicial Process
   • Terminologies
3. Deal Related
   • Major Corporate Structures & Merger Structures
   • Major Securities Laws
   • Fiduciary Duties of the Board
   • Copyright & Trademark
4. Legal Documents & Clauses
   • Confidentiality Agreement
   • Exclusivity Agreement with Suppliers or Partners
   • Engagement Letter
   • Employment Letter
   • Lease