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International Business Transactions

Course Information

Approved Course Offerings through Sturm College of Law

For course offerings available through the Josef Korbel School of International Studies and Daniels College of Business, please scroll to the bottom of this page.
(Please note that any courses offered outside of SCOL require prior approval by the Director of the IBT LLM as well as the course instructor; both schools are on a Quarter system)

Please note that not all all courses are offered every semester. Please click here for 2013-2014 course schedule.

American Legal System: Research, Writing and Analysis | L4064 International Students Only

This course addresses the principles governing the American legal system and provides a brief comparison of the U.S. system to a sampling of other legal systems. In addition, the course addresses the organization of the court system, the anatomy of a lawsuit, and some of the ethical rules governing lawyers. Legal reasoning, standard legal analysis method, and reasoning by analogy will be covered. A broad overview of American civil procedure and constitutional law are included. Also, because this is a critical election year, legal issues impacted by the upcoming election will be explored. Finally, more practical skills such as legal research, legal writing and exam-taking skills will be addressed.

Business Entities (Formerly Corporate Taxation) | L4185

The course provides an overview of the differences in in the operation of a trade or a business as an LLC/LLP, an S-Corporation and a C-Corporation. The class offers an overview of the state law requirements for the operation of each type of business (Model Business act and LLC/LLP state statutes) and the difference in the tax treatment for each type of business. The objective is to give students a basic understanding of some of the do’s and don’ts for each business and how they might advise a client as to the preferred business form in typical factual situations. The class explores both the legal and tax effects during the life cycle of any business, including formation, operation, distribution, redemption, sale of an interest, liquidation, mergers and divisions, and the death of the owner.

Commercial Law Survey | L4131 International Students Only

This course provides an introduction to the concepts and methods of commercial law. As a survey course, it explores the major Articles of the Uniform Commercial Code, namely, Article 2 (Sales), Article 9 (Secured Transactions), Article 3 (Payment Systems), as well as Article 5 (Letters of Credit) and Article 7 (Documents of Title). In addition, the intersection of Article 9 and Bankruptcy Law will be discussed in some depth. The completion of this course will give students a firm footing for any advanced course in commercial law. Students taking only one course in commercial law will, in this course, receive broad exposure to the basics of commercial law.

Comparative Corporate Law Seminar | L4129

Comparative Corporate Law will examine the system for forming and managing businesses in the United States and overseas. We will examine the impact of culture and other factors on legal regimes and examine whether a uniform international system is developing. The final grade will be based upon participation and a paper.

Comparative Law | L4135

Comparative Law is the study of the foundation of legal traditions and systems which exist in the world today. The major topics covered in this course are legal history and culture; legal structures; legal actors; and procedure and sources of law. The interactive course begins with an overview followed with coverage of each of the topics in relation to the United States’s legal system. We then cover the same topics in relationship to the common law tradition and the civil law tradition. Students conduct an overview of unique features of the Islamic legal tradition. The course is especially useful to students who want to learn more about the U.S. legal system by comparing and contrasting it with other traditions and are interested in an international practice.

Conflict of Laws | L4160

Conflict of Laws is an analysis of legal problems arising in cases when at least one of the operative facts cuts across state or national boundaries. Topics covered include problems of interstate jurisdiction over parties and subject matter; the application of principles of full faith and credit and comity on the recognition and enforcement of interstate and multinational judgments; the comparison of various theories of law choice in the context of the Constitutional threshold constraints of the due process and full faith and credit clauses.

Corporate Drafting Seminar

Corporate drafting focuses on writing responsive, lucid, unambiguous corporate documents. Students assume the role of the in-house counsel and other members of the corporate negotiating team as the team structures, negotiates, drafts, and implements corporate transactions. This course requires extensive writing.

Doing Business in Latin America | L4383

Taught in Spanish, this course acquaints the student with the legal framework of business transactions in Latin America. The course will expose the student to the civil law system used in most Latin American countries, and will cover selected topics of importance to lawyers advising clients doing business, or seeking to do business, in Latin America. Topics may include the development of Latin American law, types of corporate and partnership organization, trade law, foreign investment, intellectual property, taxation of foreign income, environmental and labor standards, and dispute resolution.

European Union Law | L4232

The European Union (EU) has been described as the 21st century’s newest superpower. Bearing in mind the rapidly growing importance of the EU, this course introduces EU law, and emphasizes its historical underpinnings, institutional framework, legal procedures, and internal market. Moreover, emerging policies (e.g. enlargement, environment) are considered. The course examines these topics in the context of European political integration and where appropriate, the ongoing tension in the trans-Atlantic relationship between the EU and United States.

International Bankruptcy L4701 – Description currently unavailable

International Business Transactions: Federal Regulation | L4318

Federal regulation examines the ability of the federal government to control international trade. The focus of the course is US export controls, embargoes, anti-terrorism regulations that apply to international commerce, and the Foreign Corrupt Practices Act. Students prepare a compliance program integrating these regulations into a workable framework for a company.

International Business Transactions: Survey Course | L4315

This course provides students with an overview of key legal issues faced by companies that are involved in international business and the role of lawyers in addressing those issues. The focus is on transactional problems and legal solutions. Students will apply their experience and existing knowledge while developing new skills and expanding their knowledge of international transactions including the commercial terms of international sales agreements, and the allocation of shipping responsibilities/risk of loss and bills of lading; financing arrangements and letters of credit; intellectual property issues including protecting and licensing IP; franchising and distribution agreements; foreign investment; applicable government regulation of trade including import barriers, antidumping duties, competition/antitrust compliance and fraud/bribery regulation; and international dispute resolution. Throughout the course the relationship between law, culture and ethics will be considered.

International Commercial Arbitration | L4341

This course uses the Willem C. Vis International Commercial Arbitration Moot Competition to give students practical skills-based training in the most important aspects of international commercial arbitration and international sales law. The Vis Moot is based on a problem governed by the U.N. Convention on Contracts for the International Sale of Goods (the “CISG”). In April, the oral rounds of the official Vis Moot competition take place in Vienna and Hong Kong.

International Investments

The global investor is faced with a complicated task. He must deal with multiple currencies, multiple markets, multiple cultures, and multiple regulatory environments. However, the most important aspect of international investment is the use of multiple currencies. Accordingly, the first module of this course lays the foundation of foreign exchange rates: the basic facts of foreign exchange quotations, international parity conditions and arbitrage implications, and exchange rate forecasting. The second module covers the various assets and markets available for global investing: international bonds, equities, alternative investments, and optimal international portfolio selection. The third and final module develops risk control techniques available with derivatives: forwards, futures, options, and swaps. Overall, this course will emphasize conceptual understanding and applications, rather than lengthy theoretical exposition and mathematical analysis.

International Law | L4320

International Law is the foundational course in public law, treaties, systems, and policies that bind nations into a world community of law. The class places special emphasis on the origins of international law; statehood; international responsibility and claims; use of force; and human rights.

International Mergers and Acquisitions

This course will consider modern cross-border acquisitions and divestitures. We will explore the benefits and drawbacks of various common structures of international combinations: equity purchases, asset purchases and joint ventures. Primary attention will be paid to the U.S. practice of M&A law as a keystone for understanding cross-border transactions. Tax, accounting, intellectual property and other business factors will be discussed, as will legal issues like indemnification, dispute resolution, competition regulation and the cross-jurisdictional regulation. The goal of this course is to provide an understanding of chronology, documents and terms of acquisitions, divestitures and joint ventures and a framework for thinking critically about the issues faced in cross-border deal-making.
Note: Due to overlap in content, students should not take this course and the Mergers and Acquisitions course.

International Sales | L4707IS

This course will examine the laws governing the international sale of goods, including the Unidroit Principles, the relevant rules adopted by the United Nations Commission on International Trade Law, the Convention on the International Sale of Goods (CISG), and the International Chamber of Commerce (ICC) Modern International Sale Contract. Special emphasis shall be given to the CISG as well as to comparing the law of international sale of goods with United States contract law. Issues such as international payments methods, letters of credit, customs clearing procedures, and dispute resolution will also be discussed. Two large topics – (1) the CISG and (2) letters of credit and other means of financing cross-border transactions – comprise the bulk of the course.

International Trade Law | L4379

This course examines the law of international trade in goods and services, focusing principally on the law of the World Trade Organization and the General Agreement on Tariffs and Trade. We will examine the trading system’s rules restraining national restrictions on trade that address, among other things, tariff and non-tariff barriers, discrimination, regionalism, anti-dumping, countervailing duties, and safeguards. The course will also spend time considering the relationship between trade and other regulatory areas or social values, such as environmental protection, health and safety standards, human rights, intellectual property protection, and other facets of globalization. Students will write a research paper in lieu of an exam.

Latin American Law

This course seeks to provide students with a basic understanding of Latin American legal traditions. Intended for students who will come into contact with Latin American law in their work as lawyers, international civil servants, business executives and diplomats. The course examines the civil law tradition and constitutional law issues and current developments, such as Latin American economic integration, reform of the public sector, and the emergence of the Inter-American system for the protection of human rights. Students acquire some degree of familiarity with the following aspects of legal systems in Latin America: historical background; sources of law; judicial system; distinguishing legal institutions; the nature and role of legal actors; and how to work within the system.

Multinational Corporations, Corporate Social Responsibility, & International Law | L4703M

The seminar’s focus will be to study the increasingly important role of Transnational Corporations (TNCs) in this era of globalization, and the implications of this phenomenon for international law. How to regulate the activities of TNCs — 1) by governments multilaterally, regionally, and unilaterally (by home and host states); 2) by public-private partnerships; and 3) voluntarily by each sector, each industry, or each company — will be considered. And the impact of these developments on the traditional state-centered international system of governance will be analyzed. The requirement will be presentations and a research paper.

Negotiation and Drafting in an International Business Context

This course will focus on the basic principles of negotiation and contract drafting, as applied to international business transactions. Special emphasis will be placed on financial and corporate contracts, with a focus on a cross-border merger and acquisition transaction. The class will have three major components. First, we will cover the basic principles of effective contracts negotiation, paying particular attention to issues of cultural understanding and inter-cultural communication. Second, we will cover the basic principles of clear and unambiguous contract drafting and we will study and apply the basic ‘geography’ or building blocks of a cross border merger contract. Finally, we will draft and revise specific documents and agreements necessary to complete a cross border merger transaction. The seminar is taught through a combination of lectures, simulations, and hands-on drafting and negotiation exercises. This class requires extensive writing and team-based negotiations.

Protecting Intellectual Property in International Transactions

The first portion of this seminar will cover topics such as general international conventions and treaties designed to protect intellectual property; conventions and treaties designed specifically for patents, trademarks and copyrights. Students will determine what protections to try to seek for a variety of intellectual property examples and, in pairs, if possible, negotiate and draft a licensing agreement and a manufacturing agreement. Students will then choose a topic from a selection of hypothetical problems, such as filing for patent protection in various jurisdictions, service of process on a foreign corporation, enforcing an arbitral award, resolving conflicts of laws, pre-litigation options. Each student will prepare a presentation for the class on the topic. Then the student will use the class feedback in conjunction with their research for the presentation to complete a paper on their topic. The drafting and paper will take the place of a final exam.

Taxation of International Transactions | L4600

This course provides a detailed analysis of the treatment of nonresident aliens and foreign corporations; the foreign tax credit; rules for determining the source of income and deductions; operations through foreign branches or subsidiaries; earned income tax exclusion; and the effect of tax treaties.

Urban Planning Law, Growth, and Sustainable Development: An International Perspective | L4668

This course focuses on the utilization of local zoning, modern growth management, and smart growth regulatory programs that attempt to shape and control development of the built environment in metropolitan areas both in the United States and throughout the world. The course will examine how laws and public policies in the United States and elsewhere in the world relate to shaping the form and design of the built environment and provide the governing context for urban development and economic growth. The course provides a law and public policy analysis of the related sustainable development issues of free markets, private property rights, population growth, immigration, education, technology, land use, green development, urban sprawl, food production, infrastructure, transportation, housing, environmental protection, energy, global warming, and social cohesion. The course examines how urban planning, smart growth, and other governmental policies impact urban sprawl, environmental protection, and sustainable development in this country and in other countries of the world. A particular focus of the course will be twenty-first century public policy issues related to the development of China’s cities, peak oil, urban collapse, global warming, climate change, alternative energy systems, social cohesion, and urban terrorism.

International Environmental and Natural Resource Law Concentration

European Union Environmental Law & Policy | L4037

In the last 25 years, the European Union (EU) has become a leading player in the context of European environmental legislation and policy making. Of particular interest has been the relationship between economic development, which serves as the underpinning of the EU’s single market, and environmental protection, the importance of which is clearly set out in the European Community Treaty. Matters dealing with climate change, genetically modified organisms, and recycling are now dealt with on a regular basis at EU level. These matters have impacts, both internally in the EU’s 25 member states, as well as internationally where companies, including U.S. firms, must abide by EU standards in order to market products in the world’s largest single market. This course considers the history of EU environmental policy, the current legal basis of EU environmental activities, seminal court decisions involving environmental protection, and the growing role of the EU in setting world standards in environmental protection. It consists of a series of reading, video interviews, and writing assignments as well as on-going internet discussions.

International & Comparative Mining Law | L4342

The course deals with basic concepts of mineral law, as practiced in various jurisdictions. This includes exploration, mining and environmental protection and reclamation issues. It then focuses on the current evolution and legal and policy status of mining legislation, mineral investment agreements, and major actors. Students completing this course develop a basic understanding of the general approaches, legal frameworks, policies and agreements used to regulate the mining industry in key jurisdictions outside the United States.

International & Comparative Petroleum Law | L4343

The course deals with basic concepts of international law relating to petroleum investment, current elements of petroleum legislation, and petroleum investment agreements (production-sharing, concession, joint venture, service, management contracts). Also, students explore such aspects of petroleum law as dispute settlement and legal status. The instructor will discuss the major actors (international petroleum companies, state petroleum enterprises, Ministries of Energy) and their legal and policy status. Students completing the course leave with a basic understanding of the general approaches, policies, and agreements used to regulate the petroleum industry in key selected jurisdictions outside the United States.

International Environmental Law | L4317

This is an introduction to International Environmental Law — the expanding field of multi-nation treaties, laws, judicial decisions, policies, practices, and politics governing the global environment. IEL backgrounds you on the 21st century’s hottest international law topics — sustainable development, climate change, transboundary air and water pollution, natural resources development, international trade, toxic waste and recycling, and protection of wildlife, ecosystems, human life, and human rights.

International Water Law | L4672

This course presents a global overview of water law, systems, and practice in the modern world. It includes coverage of hydrology, history, national legal systems, and modern international treaties and cases. It has a special emphasis on sustainable development, equitable utilization, pollution control, and ecosystem protection utilized for multi-nation water basins.

Renewable Energy and Project Finance Law | L4501

This course explores the legal, economic, technological, and policy underpinnings of the Renewable Energy Industry, global warming, and associated implications to the electric utility and transportation sectors. The course addresses both domestic and international perspectives on renewable energy development including the Kyoto Protocol. A detailed introduction to the law of energy project finance is presented, which provides the student with the theory and tools needed to structure and develop domestic and international energy production projects. (Project Finance Law is now a substantial practice area at major international law firms.)

Courses offered by the Korbel School of International Studies

INTS 4210 Multinational Corporations (IPE)
The emergence of sweeping new legal rights for Multinational Corporations (MNCs) in relation to their foreign direct investment and cross-border trading activities under the avalanche of bilateral investment treaties negotiated in the last few decades and under multilateral conventions such as NAFTA represent what many have termed “revolutionary” changes in the nature of state sovereignty as it relates to state-investor relations. That expansion of investor/MNC rights in relation to state sovereignty has thus seemingly reached a point calling for a re-examination of the nature and appropriate scope of MNC rights, as well as the nature of MNE accountability and responsibilities which are the flip side of such rights. This course will explore (1) the evolution of MNC investor rights in relation to both developing and developed states, (2) the new wave of “foreign direct liability” litigation attempting to hold parent companies legally liable for negative environmental, health and safety, labor or other human rights impacts associated with operations of their affiliates in developing countries, and (3) one of the most pressing new global governance issues, which is whether and how multilateral consensus can be reached on an appropriate standard of corporate responsibility for MNCs and on how that standard can be enforced in order to regulate the environmental, labor, and human rights impacts of foreign direct investment by MNCs effectively and appropriately. (5 credits)

INTS 4320 International Monetary Relations (IPE)
Prerequisite: B- or better in undergraduate course in Intro to Macroeconomics or Int’l Economics.
The subject of this course is the theory, policy, political economy and history of the international organization of money and finance. International financial theory or “open economy macroeconomics” is based mainly on macroeconomic tools of analysis. For this reason, a familiarity with Macroeconomic Theory is a prerequisite for this course. All students must have successfully completed a course in Introductory Macroeconomics or International Economics at the undergraduate level. Open economy macroeconomics deals with balance of payment and exchange rate dynamics in an open world economy, as well as with the effectiveness of (and constraints on) macroeconomic policy under conditions of globalization and floating exchange rates. In addition to studying the formal theory of open economy macroeconomics, we will examine the history and political economy of international financial regimes. Here we will focus on the effects of international financial arrangements on investment, unemployment, inflation, income distribution and class conflict in advanced capitalist economies and, through international financial arrangements, on developing economies as well. We will also place the theoretical issues raised in the course in the context of three contemporary policy issues in international finance. The class will have the option of selecting to focus the final three weeks of the course on any three of the following eight issues: 1) the causes of currency and financial crises (in general); 2) contending perspectives on causes and lessons of the Argentine financial crisis of 2001-02; 3) the debate over policies to prevent international financial crises; 4) currency unions and regional monetary systems with a case study of the European Monetary System; 5) responses to financial crises: “bailing out” or “bailing in;” 6) international financial institutions and financial governance with special reference to the International Monetary Fund; 7) the macroeconomic and regulatory challenges associated with derivatives and hedge funds; or 8) the U.S. dollar, Asian financial power, and official reserve imbalances. (5 credits)

INTS 4557 Cross Cultural Communications
This course is designed to prepare graduate students for careers as international professionals by focusing on the cultural factors that influence communication as well as the rules that proscribe and prescribe behavior. The course will emphasize culture and explore how culture both influences and reflects communication dynamics. Culture is understood to incorporate regional background, values, world views, and associated thought processes; religion, gender and social perception; language and nonverbal communication, among other elements. Each student will select a country and conduct research on the culture, as well as the communication conventions, practices, standards, core metaphors, terms, cultural premises, and meaning systems. Students are expected to demonstrate a critical and informed awareness of cultural content and identity, as well as relational and procedural issues in their country through class presentations, discussions, and a long paper. The rationale for the course is that, in the current environment, cross-cultural (or intercultural) communication is inevitable. Without an understanding of the cultural communication imperatives, it is very difficult, if not impossible, to understand, work with, manage, or influence individuals from another culture. The course will involve theory and proven models, but will primarily focus on practical applications and case studies. We will explore how culture both influences and reflects communication dynamics, how to communicate effectively across cultures or in a multicultural environment, and how to manage and resolve cross-cultural conflicts. (5 credits)

Courses offered by Daniels College of Business

IMBA 4141: Managing Exports
This course will present information and develop skills for both analyzing markets and selling in international markets. Major topics will include: market assessment, intermediaries, pricing, export licenses, transportation, insurance, documentation, trade barriers and trade zones, financing and methods of payments, and legal and ethical issues.
The course will utilize a variety of teaching and learning approaches. Students will be assigned a specific product from a local company, which will become the focus of a hands-on approach in completing each step of the export process (e.g., market assessment, obtaining an export license, selecting intermediaries, etc.). Appropriate videos and mini-cases may also be used.
Several guest lecturers who are practitioners in their fields of expertise, will be invited to share their insights. This will also provide the students with an awareness of experts in the international business community for future networking potential.
A fundamental purpose is to engage students in ongoing reflection and dialogue about their responsibilities as managers and leaders. Of particular emphasis are the ethical, professional, social and legal responsibilities of managers and leaders, especially as it relates to numerous stakeholders and communities

FIN 5610: Multinational FInance & Investment
Financial analysis of multinational corporation operating in international markets, including exchange rates, international instruments, markes, institutions and futures. Prerequisite: MBA 4112.