1.0 Course Description
1.1 Overview of content and purpose of the course.
Advanced Business Law, LAWS 3920, is the second law course in a two course sequence within the core of the B.S.B.A. degree program. LAWS 3920 focuses on commercial law, employment law, business organizations, and the regulation of business. Ethical issues and international issues will be addressed. The impact of and relationships to accounting, economics, finance, management, marketing, and information technology will be emphasized.
1.2 For whom course is intended.
LAWS 3920 is intended primarily for students of business administration, for whom it is a required course. Advanced Business Law may be an elective for students outside the College of Business Administration seeking an in depth understanding of advanced business law issues. Students in the College of Information Sciences and Technology would benefit this course.
1.3 Prerequisites of the course.
LAWS 3910, its equivalent, or approval of the department Chair.
1.4 Unusual circumstances of the course.
None.
2.0 Objectives
2.1 List of performance objectives stated in terms of the student.
Students will not be prepared to practice law, but rather will be prepared to understand legal issues sufficiently so as to intelligently manage attorneys serving the businessperson's legal needs.
Students will quickly review the main concepts developed in Business Law I, LAWS 3910, with respect to the broad substantive law areas (i.e., contracts {including sales of goods}, torts, property, crimes, and constitutional law) as well as refresh their understanding of procedural law. Students will be introduced for the first time to some particular types of contracts and property: i.e., insurance contracts; wills, real estate, and intellectual property.
Students will learn how to create and transfer negotiable instruments through the banking system. Students will learn how to create and perfect security interests and how to defend assets in bankruptcy. Articles 3, 4, and 9 of the Uniform Commercial Code (UCC) will be emphasized. Students will learn how emerging banking practices are still based upon traditions of common law and negotiable instruments law.
Students will learn employment law in its various guises: formation of an agency and liabilities arising therefrom, privacy, labor union law, work place safety, and employment discrimination.
Students will learn the many types business organizations (e.g., partnerships and corporations), how to form and terminate each form, and the legal advantages and disadvantages of each form. The student's attention will be focused on the ethical and legal responsibilities of an individual within an organization.
Students will learn the main forms of government regulation of business: administrative agency law, securities and investor protection law, consumer protection law, environmental law, and antitrust law.
One of the combined effects of LAWS 3910 and LAWS 3920 will be that accounting majors will be prepared to take the business law section of the C.P.A. examination.
3.0 Content and Organization
3.1 List of topics to be covered in chronological sequence.
To meet the needs of BSBA students who may be taking LAWS 3920 concurrently with the core course in Finance, this course will front load the material on negotiable instruments, security interests, corporations, and regulation of securities.
1st WEEK Review material from Business Law I, LAWS 3910, on legal process, contracts {including sale of goods, UCC Article 2}, torts, crimes, and property. Review the international law concepts introduced in LAWS 3910. Expand the treatment of international law and then specifically use international law concepts in the review of main points of Business Law I, LAWS 3910.
2nd WEEK Start treatment of negotiable instruments (i.e., UCC Articles 3 and 4). Focus on negotiability, transferability, and holder in due course.
3rd WEEK Continue treatment of negotiable instruments. Focus on liability and discharge, processing by banks, and electronic funds transfer.
4th WEEK Introduce and cover security interests (i.e., UCC Article 9), especially creating and perfecting security interests. Introduce and cover State law creating other creditor's remedies, and the federal bankruptcy law. Specifically address ethical issues.
5th WEEK Review agency law covered in LAWS 3910. Introduce and cover employment law related to privacy, labor unions, work place safety, and employment discrimination. Specifically address ethical issues.
6th WEEK Start treatment of business organizations. Focus on the types of business organizations: especially sole proprietorship, partnership, and corporations. Distinguish unlimited and limited personal liability. Cover partnerships in depth. Specifically address international law issues.
7th WEEK Continue treatment of business organizations. Focus on formation of corporations, and the legal responsibilities of stockholders, directors, and officers. Focus on Piercing the Corporate Veil and the Business Judgment Rule. Specifically address ethical issues.
8th WEEK Start treatment of government regulation of business. Review constitutional law covered in LAWS 3910, especially the Commerce Clause and Equal Protection Clause. Review the separation of powers within a government (i.e., legislative, executive, and judicial) as well as the limits to preemption of State government power by the federal government. Introduce and cover law and procedure of administrative agencies. Specifically address international law issues.
9th WEEK Continue treatment of business organizations. Cover on merger, consolidation, and termination of corporations. Cover securities regulation for the protection of investors, focus on securities fraud and insider trading. Specifically address ethical issues.
10th WEEK Introduce and cover antitrust law. Review key concepts on competition from microeconomics. Focus on the Rule of Reason and the Per Se Unreasonable felonies. Specifically address ethical issues.
11th WEEK Introduce and cover two special types of contracts: insurance contracts and retention of accountants. Focus on the need for an insurable interest. Focus on an accountant's liability to third parties who detrimentally rely on the accountant's expert opinion. Specifically address ethical issues.
12th WEEK Introduce and cover regulations to protect consumers: i.e., deceptive advertising, extension and collection of credit, and product safety. Specifically address ethical issues.
13th WEEK Introduce and cover two special types of property: real estate {including landlord-tenant} and intellectual property. Cover legal aspects of the use of computers. Specifically address international law issues.
14th WEEK Introduce and cover environmental law. Specifically address ethical issues. Specifically address international law issues.
15th WEEK Dead week. Review and synthesize topics covered in LAWS 3910 and LAWS 3920. Specifically address ethical issues and international law issues as the foci for reviewing and synthesizing the topics covered in the two courses.
4.0 Teaching Methodology
4.1 Methods to be used.
Material, typically, will be introduced in a standard lecture-discussion format where the outline of the legal structure is identified, the applicable legal rules are stated, and definitions provided. The lecture, typically, is followed by an analysis of judicial decisions in reported cases. This analysis is done using the Socratic Method. During the Socratic Method students actively engage a judicial decision. Students seek to personally explain how the courts fit the facts of the case into the legal structure, while the courts uses the applicable rules, and while not doing violence to the definitions. Students then are pressed to explain which variations in the facts would produce different legal decisions.
4.2 Student role in the course.
The student must take an active role. The Socratic Method encourages the development of the student's critical thinking skills. During the Socratic Method, there is a substantial amount of class participation by students individually and in small groups.
4.3 Contact hours.
This is a three credit-hour course and requires a full semester of contact hours (i.e., 45). This course may be offered in a variety of formats (e.g., MWF, TR, or as a "night" class.
5.0 Evaluation.
5.1 Types of student projects what will be the basis for evaluating student performance, specifying the distinction between undergraduate and graduate courses if applicable.
Preparation for and contribution to class participation is one of the measures of student performance. Depending upon the course design selected by the instructor, there will be between two and five exams, including a comprehensive final. Exams may be objective in format (e.g., multiple choice or true-false) but will require more than mere memorization of legal structure, rules, and definitions. A written project will be expected from each student, the size of which varies inversely with the number of exams. LAWS 3920 is solely an undergraduate course.
5.2 Basis for determining the final grade (e.g., weighting of various student projects), specifying the distinction between undergraduate and graduate-level courses, if applicable.
Typically, there will be a minimum of two exams, and a comprehensive final, a written project. Class participation also may be graded. For example, an instructor might choose weights as follows:
10% = Exam 1
20% = Exam 2
40% = Exam 3, a comprehensive final
20% = research paper of less than 20 pages
10% = Class Participation
Legal education is predicated upon developing an understanding based upon an interrelated whole, hence the emphasis on the comprehensive final. The instructor will determine the number and weight of graded events (e.g., exams, quizzes, outside assignments, class participation, etc.). Each instructor shall provide each student at the beginning of the semester a written explanation of the graded events and their weights. LAWS 3920 is solely an undergraduate course.
5.3 Grading scale.
The grades will be reported in a fashion consistent with the UNO's standard grading policy: i.e., A = superior, B = above average, C = average, D = below average, F = failing. Each instructor shall provide each student at the beginning of the semester a written explanation of the grading scale to be used in that course. This written explanation shall list which percentages are associated with which letter grades.
6.0 Resource Material
6.1 Textbook(s) or other required readings used in course.
Clarkson, Miller, Jentz, and Cross, West's Business Law: Text, Cases, Legal, Ethical, Regulatory, and International Environment. Sixth Edition. West Pub. Co.: Saint Paul, MN, 1994. Or similar text.
The textbook used in LAWS 3920 will be the same textbook as used in LAWS 3910 for two reasons. First, to assure an integrated presentation of material and the student's ready access to material previously covered in LAWS 3910. Second, to reduce the financial burden on the students.
Each instructor may choose how to include current events, for example, by requiring reading from the Wall Street Journal to complement the text.
6.2 Other suggested reading materials, if any.
The West's Business Law text includes excerpted portions of over 700 judicial decisions. In each instance the text gives the full legal citation. Students are encouraged, in addition to consulting with the instructor, to read the full case for any case which the student finds unusually difficult to grasp. Try as they might, textbook authors who edit a case down to textbook length may necessarily remove material which that particular student needs to grasp the reasoning behind the case.
6.3 Other sources for the gathering of information, if any.
Appendix Q of West's Business Law text is entitled "A Guide to Research in Business Law -- Including Using the Internet." This is very useful.
6.4 Current bibliography of resources for student's information.
Restatement of the Law. The American Law Institute: Washington, D.C., 199X. The Institute produces books on all topics of law with various imprint dates.