255.9 sec. 001 - Venture Capital Deal Bootcamp (Fall 2023)
Instructor: Neil J Wertlieb (view instructor's teaching evaluations - degree students only)
View all teaching evaluations for this course - degree students only
Units: 2
Grading Designation: Graded
Mode of Instruction: In-Person
Meetings:
F 3:30 PM - 5:30 PM
Location: Law 244
From September 08, 2023
To September 15, 2023
Sa 09:30 AM - 12:00 PM
Location: Law 244
From September 09, 2023
To September 16, 2023
Sa 1:00 PM - 2:30 PM
Location: Law 244
From September 09, 2023
To September 16, 2023
F 3:30 PM - 5:30 PM
Location: Law 12
From September 22, 2023
To September 29, 2023
Sa 09:30 AM - 12:00 PM
Location: Law 12
From September 23, 2023
To September 30, 2023
Sa 1:00 PM - 2:30 PM
Location: Law 12
From September 23, 2023
To September 30, 2023
Course End: September 30, 2023
Class Number: 31958
Enrollment info:
Enrolled: 21
Waitlisted: 0
Enroll Limit: 24
As of: 02/07 02:03 PM
This course will introduce students to typical business transactions in the life cycle of a business, providing students with substantial drafting and negotiation experiences, as well as exposure to the ethical, tax and other legal and business issues raised by the representation of corporate clients in a transactional practice. The course takes a hands-on approach, centered on student-led, immersive experiential exercises and case studies.
On the first day of class, the students will collectively pick a hypothetical business as the context for experiential exploration throughout the semester. This course will examine the life cycle of that business, focusing in detail on sample transactions from two of the major stages of a business’s life cycle: formation and initial financing (including choice of entity, and early-round seed and venture capital offerings); and exiting or sale of the company (including IPOs and recapitalizations). Students will analyze, structure and negotiate transactions in both stages, draft select provisions of key contracts, and receive instruction from and report to “clients”.
In addition, during the life cycle of the business, the students will be confronted with various ethical issues that arise in practice from a practical perspective, such as whether to engage with a potential client, whether to invest in or alongside a client, whether to accept a seat on the board of directors, and to whom duties are owed when the client is a business entity rather than an individual.
This course will emphasize active role playing, with students at various times playing the role of attorney, client, executive officer and judge, in a manner similar to what they will encounter as practicing attorneys. In addition to frequent feedback from the instructor, students will also be evaluating themselves and each other in such roles. This student-driven evaluation approach will serve as an important learning tool in the course and will provide opportunities for self-reflection.
Instructor Neil J Wertlieb is an experienced transactional lawyer who currently serves as the General Counsel at the law firm of Milbank LLP. Mr. Wertlieb is visiting from UCLA School of Law, where he is a Lecturer in Law, and has taught a transaction skills course every year since 2002. Mr. Wertlieb has practiced transactional law for over three decades, mostly as a Partner at Milbank LLP, where his practice focused primarily on acquisitions, securities offerings and restructurings. He has represented clients in a wide variety of business matters, including formation and early round financings, mergers and acquisitions, initial public offerings, international securities offerings and other international transactions, fund formations, joint ventures, partnerships and limited liability companies, reorganizations and restructurings, independent investigations, and general corporate and contractual matters. Mr. Wertlieb has also served as an expert witness in disputes involving business transactions and corporate governance, and in cases involving attorney malpractice and attorney ethics. He is Senior Advisor, Milbank@Harvard, to Harvard Law School Executive Education, and is also the General Editor of Ballantine & Sterling: California Corporation Laws, a 7-volume treatise on the laws governing corporations and other business entities in California. Mr. Wertlieb served as Chairman of the Ethics Committees of each of the California State Bar, the California Lawyers Association and the Los Angeles County Bar Association. He also served as Chairman of the California State Bar’s Business Law Section and its Corporations Committee. Mr. Wertlieb was recognized by California Law Business as one of th e top 100 most influential lawyers in California. Mr. Wertlieb received his law degree in 1984 from the UC Berkeley School of Law, and his undergraduate degree in Management Science from the School of Business Administration also at the University of California at Berkeley. He is admitted to practice in California, New York and Washington, D.C. He also served as a Judicial Extern for Justice Stanley Mosk on the California Supreme Court.
Prerequisites:
Law 250: Business Associations
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Requirements Satisfaction:
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Exam Notes: (TH) Take-home examination
Exam Length: 2 hours
Course Category: Business Law
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Books:
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