Program of Study in Business Law
Many law school graduates begin their careers practicing law in business-related areas. Although a business degree or background can be very helpful, it is not a prerequisite to a successful career in these areas. The Program of Study in Business Law prepares law students for the challenges ahead. Students who wish to undertake this program are encouraged to take a wide variety of courses in various areas of substantive business law as well as those that emphasize analytical skills and methodology.
In terms of practice, business attorneys tend to be focused on either litigation or transactions. While much of law school prepares the student for litigation practice, the Program of Study in Business Law places a special emphasis on transactional practice: that is, helping clients achieve their desired ends in a way that is both efficient and minimizes the risks of litigation.
In terms of substantive areas, the program has three major areas of focus: corporate law, dealing with private ordering and the organization and management of business and nonprofit organizations; tax law, dealing with government taxation of business and transactions; and commercial law, dealing with the world of commerce among businesses and financing of business. However, there are many other substantive areas of law that are also covered by the curriculum.
A number of Notre Dame Law School faculty teach, research, and write in the areas of corporate, tax, and commercial law. In addition, there are faculty throughout the wider university whose work connects well with the program and whose courses are available to law students.
- Roger Alford
- Matt Barrett
- James J. Kelly, Jr.
- Michael Kirsch
- Lloyd Hitoshi Mayer
- Patricia O’Hara
- Avishalom Tor
Foundational Business Courses
The most fundamental course in the business law curriculum is Business Associations. For many students, it is the first introduction to business matters, and it is taught from this perspective. The course introduces students to the various forms of business organization as well as some of the most basic business concepts. The other foundational course is Federal Income Taxation. For most law students, it is the first course on taxation. The course introduces students to basic tax concepts that are important for both business and personal tax planning.
Once a student has taken Business Associations, he or she is ready for most of the advanced business courses. Similarly, once a student has taken Federal Income Taxation, he or she is ready for any other advanced tax course. It is therefore recommended that students take these two foundational courses as early into their law school careers as possible, and before any advanced courses.
For students who want to explore a particular business-related topic in more depth, business law faculty leaders are available to supervise directed readings in their various areas of expertise. While each faculty member determines the specific requirements for directed readings conducted under their supervision, in general such directed readings involve reading more in-depth materials than are covered in the regularly offered courses and writing a legal research paper on the topic chosen in cooperation with that faculty member.
A few courses that teach analytical skills and methodologies could be taken concurrently with, or even before, the foundational courses. These include Accounting for Lawyers and Business Basics for Attorneys. (Students who have majored, minored, or earned advanced degrees in business, including accounting, finance, management, and marketing, or economics must obtain the permission of the instructor to enroll in the Business Basics for Attorneys course.) The basic first-year curriculum (including contracts and torts) also helps prepare students for the business law program.
Advanced Corporate Law Courses
Business Associations deals primarily with the state law of business organization and is the foundational corporate law course. As such, it is the foundational corporate law course. In an ideal sequencing, Securities Regulation would be the second course. Securities regulation is often considered the federal corporate law, and deals largely, but not exclusively, with disclosure. Knowledge of the basics is indispensable to corporate law practice, and it is a difficult subject to learn on one’s own. Mergers & Acquisitions is an advanced course that focuses heavily on transactional aspects of corporate law.
There are currently three seminars offered in the area of corporate law. Advanced Topics in Corporate Law focuses largely on contemporary as well as perennial issues in corporate governance. Corporate Governance: Economic Analysis examines some of the most important and timely policy issues concerning the functioning of corporations generally and the means for obtaining their efficient management more specifically.
Advanced Tax Law Courses
Federal Income Taxation introduces key income tax concepts that apply not only to individuals, who are the focus of that course, but also to businesses. After taking this foundational course, students who plan to practice in business-related areas should take Taxation of Business Enterprises, which addresses directly the federal income taxation of businesses. International Taxation is an advanced course, which addresses cross-border transactions.
Students who want to obtain a more in-depth knowledge of business tax issues should also consider taking Corporate Taxation, Partnership Taxation, and State and Local Taxation, all available from Notre Dame’s Mendoza College of Business. Finally, because representation of businesses also often involves representation of business owners, students should consider taking Estate and Gift Taxation.
Advanced Commercial Law (and Related) Courses
While corporate law generally deals with the internal affairs of a corporation, commercial law deals with transactions among businesses, with a special emphasis on finance and debtor-creditor relations.
Three courses deal with specific areas of the Uniform Commercial Code. Commercial Law — Sales covers Article 2, dealing with sales contracts. Payment Systems covers Articles 3 through 5, focusing primarily on the law of negotiable instruments. Secured Transactions covers Article 9, dealing with security interests in property.
The law of bankruptcy deals with debtors-creditor relationships in times of distress. Bankruptcy emphasizes individual debtors and covers the discharge of debts, while Corporate Bankruptcy focuses on business reorganizations under Chapter 11 of the Bankruptcy Code.
International Commercial Arbitration provides a comprehensive overview of international arbitration law and practice.
Other Advanced Business Courses
The following is a list of additional courses which do not fall into the above categories but which are important parts of the business law curriculum.
- Antitrust Law
- Financial Institutions
- International Business Transactions
- International Trade
- Investment Management Law
- Law and the Entrepreneur
- Not-for-Profit Organizations
- Real Estate Transactions
The following is a list of related courses which are highly relevant to students interested in the program of study in business law.
- Advanced Topics in Labor Law
- Antitrust, Technology & Intellectual Property Seminar
- Business Torts
- Consumer Law
- Employee Benefits Law
- Employment Discrimination Law
- Environmental Law
- Estate and Gift Taxation
- Insurance Law
- International and Comparative Labor Law
- International Business Law
- Labor and Employment Law
- Law and Economics Seminar
- Trademarks and Unfair Competition
- White Collar Crime
For more information about this Program of Study or the field of Business Law, please contact Professor Lloyd Hitoshi Mayer.