Deal Litigation Seminar
This seminar is designed as an introduction to mergers and acquisitions litigation. The course aims to provide both a practical and doctrinal perspective on M&A-related litigation and will rely heavily on readings and issues derived from practice in the Delaware courts where much contemporary deal litigation occurs. Students will be asked to apply cases and legal principles in various practical situations that may arise in a transactional litigation practice. Familiarity with basic corporate law principles is assumed. Classes and readings. The first segment of the course will introduce basic doctrinal principles of M&A law and provide an introduction to the litigator's role in the transactional setting. The remaining sessions will revolve around three detailed M&A case studies, with seminar members divided into group roles. The first week of each case study will involve the negotiation and structuring of an M&A transaction. The second week will involve litigation relating to the transaction. Reading for these sessions will include case scenarios, supporting materials, and additional relevant case law and articles. The attendance and active participation of seminar members is essential. Readings for all classes will be provided in spiral-bound volumes distributed in class. Written assignments and grading. Students will be expected to (i) write a final paper; (ii) prepare two additional short written assignments associated with the case study assignments (such as marking up draft documents or preparing court papers); and (iii) participate actively in class. Special Instructions: After the term begins, students accepted into the course can transfer from section (01) into section (02) which meets the R requirement, with consent of the instructor. Students taking the seminar for R credit can take the seminar for either 2 or 3 units, depending on the paper length. Corporations (Law 242) is a prerequisite. Elements used in grading: Attendance, class participation, written assignments and paper. Consent Application: To apply for this course, students must complete and e-mail the Consent Application Form available on the SLS Registrar's Office website (see Registration and Selection of Classes for Stanford Law Students) to the instructor. See Consent Application Form for submission deadline.