MVV72K United States Commercial Law Seminar

Faculty of Law
Spring 2011
Extent and Intensity
1/0. 3 credit(s). Type of Completion: k (colloquium).
Teacher(s)
Joseph D. Lee (lecturer), prof. JUDr. Věra Kalvodová, Dr. (deputy)
Guaranteed by
prof. JUDr. Věra Kalvodová, Dr.
Department of Criminal Law – Faculty of Law
Contact Person: Hana Brzobohatá
Timetable
Tue 12. 4. 15:05–16:35 133, Wed 13. 4. 16:40–18:10 215, Thu 14. 4. 9:35–11:05 133, Mon 18. 4. 15:05–16:35 025, Tue 19. 4. 15:05–16:35 133, Wed 20. 4. 18:15–19:45 209
Course Enrolment Limitations
The course is only offered to the students of the study fields the course is directly associated with.

The capacity limit for the course is 35 student(s).
Current registration and enrolment status: enrolled: 0/35, only registered: 0/35
fields of study / plans the course is directly associated with
Course objectives
At the end of the copurse students shoul be able to: understand basis of U.S Commercional Law; to work with information on corporations in the USA.
Syllabus
  • Class One Overview and Introduction · Corporate management: Board of Directors; independent directors and “executive” directors; key executive officers · Board of Director Committees: Audit; Governance · Corporate Controls: roles of Chief Financial Officer, Controller · Parent and subsidiary corporations; corporate affiliates · Other forms of business: Joint ventures and partnerships · Sources of applicable law o Federal o State o Local Class Two The U.S. Foreign Corrupt Practices Act Readings: United States v. Kay & Murphy, 359 F. 3d 738 (5th Cir. 2004) U.S. Department of Justice, Opinion Procedure Release No. 10-01 (April 19, 2010) In re Gore, SEC Exchange Act Release No. 38343 (Feb. 27, 1997) Class Three Duties and liability of officers and directors; shareholder derivative actions Readings: Ryan v. Gifford, 918 A.2d 341 (2007) In re Caremark Int’l Inc. Deriv. Litig., 698 A.2d 959, 967 (Del. Ch. 1996) Shareholder Derivative Complaint, White v. Jung (Avon Products) Class Four State Law Business Torts: Unfair competition; interference with contract; interference with prospective economic advantage Readings: In re Tobacco II Cases, 46 Cal.4th 298 (2009) Korea Supply Co. v. Lockheed Martin Corp., 29 Cal. 4th 1134, 1150 (2003) Linear Technology Corp. v. Applied Materials, Inc., 152 Cal.App.4th 115 (2007) Class Five Federal “Business Torts”: Antitrust and RICO (Racketeer Influenced and Corrupt Organizations Act) Readings: Eastman Kodak Company v. Image Technical Services, Inc., 504 U.S. 451 (1992) Newcal Indus., Inc. v. IKON Office Solutions, 513 F.3d 1038 (9th Cir. 2008) Diaz v. Gates, 420 F.3d 897, 900 (9th Cir. 2005) Class Six Internal investigations, Special Committees, and director duties to investigate and disclose possible wrongdoing: a case study Readings: A hypothetical factual scenario to be drafted Larry D. Lahman, "Bad Mules: A Primer on the Federal False Claims Act", 76 Okla. B. J. 901, 901 (2005) http://www.okbar.org/obj/articles_05/040905lahman.htm
Literature
  • Case studies
Teaching methods
lecture, class discussion, readings
Assessment methods
written exam or essay
Language of instruction
English
Further Comments
Study Materials
The course is taught only once.
  • Enrolment Statistics (recent)
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