2024-2025 Catalog

LAW-4031 Corporate Governance: An Experimental Learning Experience

This course pursues two objectives. First, it provides an introduction to corporate governance, and second, it incorporates use of artificial intelligence as an integral part of the learning experience. The corporate governance subject matter (accounting for two-thirds of the course) relates directly to the fact that corporations and, in particular, public companies – companies whose common stock is traded on public stock exchanges – are a fixture of the American economy. Companies must conduct their internal affairs in accordance with corporate law governance requirements, and public companies additionally must comply with securities law mandates regarding corporate transparency and governance, all subject to the discipline exerted by securities markets on these companies’ share price. This seminar will explore how these legal requirements generate greater accountability to stakeholders and society at large. Although the course will give significant attention to governance issues arising under federal securities law that affect shareholder voting, executive compensation, establishment of compliance structures, and protections afforded to whistleblowers, and employee reporting protections, the course will also address how activists (both financial and social types) have sought to influence board policy.

The course is structured in terms of an experimental learning experience that incorporates artificial intelligence as an integral element of the course. AI has potential to support and influence the legal field substantially, both in terms of practical work product and as a tool to aid in legal research and writing. This course will introduce students to basic use of select generative and extractive AI tools to create a research paper in the corporate governance field from start to finish. The paper project will require completion of incremental steps and those steps will integrate use of artificial intelligence tools. The ultimate goal of the course’s experimental component is to develop skills that foster critical discernment and agency in utilizing AI as a tool when conducting legal research.  Students will be encouraged to pursue a topic of interest relating to corporations that touches on legal, political, practical or social dimensions of corporations.

>Grading will be based on the paper project.

>The paper will not be eligible for satisfying the Business Law and Finance concentration requirement or the Law School’s legal writing requirement.

             

Credits

3

Prerequisite

Student has completed all of the following course(s) LAW 2136 - Bus Entity Fundamentals