Law Schedule of Classes

NOTE: Course offerings change. Classes offered this semester may not be offered in future semesters.

255.9 sec. 001 - Venture Capital Deal Bootcamp (Fall 2026)

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 3:10 PM - 6:10 PM
Location: Law 134
From August 21, 2026
To August 28, 2026

F 3:10 PM - 6:10 PM
Location: Law 134
From September 11, 2026
To September 18, 2026

Sa 09:00 AM - 12:30 PM
Location: Law 134
From August 22, 2026
To August 29, 2026

Sa 09:00 AM - 12:30 PM
Location: Law 134
From September 12, 2026
To September 19, 2026

Course Start: August 21, 2026
Course End: September 19, 2026
Class Number: 32860

Enrollment info:
Enrolled: 20
Waitlisted: 5
Enroll Limit: 28
As of: 05/28 12:49 AM


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, as they will encounter these roles 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 was a Partner at Milbank LLP for two decades, where he also served as the firm’s first-ever General Counsel. 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 four decades, including 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 a Senior Advisor at 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 the top 100 most influential lawyers in California, and is the recipient of the Lifetime Achievement Award from the Business Law Section of the California Lawyers Association. He also served as a Judicial Extern for Justice Stanley Mosk on the California Supreme Court. 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 also at the University of California at Berkeley. He is admitted to practice in California, New York and Washington, D.C.


Attendance at the first class is mandatory for all currently enrolled and waitlisted students; any currently enrolled or waitlisted students who are not present on the first day of class (without prior permission of the instructor) will be dropped. The instructor will continue to take attendance throughout the add/drop period and anyone who moves off the waitlist into the class must continue to attend or have prior permission of the instructor in order not to be dropped.


Requirements Satisfaction:


Units from this class count towards the J.D. Experiential Requirement.


Exam Notes: (TH) Take-home Final Exam
(Subject to change by faculty member only through the first two weeks of instruction)
Exam Length: 1 hours
Course Category: Business Law

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