M. Todd Henderson : Courses and Seminars
Federal Regulation of Securities
This course covers the basic economic and legal principles of public equity markets. We will look at the public offering (IPO) and private placement process in some detail, paying special attention to the key securities statutes and the complex rules issued by the Securities and Exchange Commission. We will also examine the basic principles of trading, including tender offers, private securities actions, and damages. The economics of finance and capital markets is employed to assist the analysis. Corporation Law/Business Association I//Business Organizations is a prerequisite, although it may be taken concurrently. Grades will be based on class participation and a standard final examination.
M. Todd Henderson
Greenberg Seminar: Can You Have It All?
The past thirty years have seen a dramatic rise in women’s participation in the workforce, a rise paralleled by a dramatic shift in the composition of our law school class. Feminists cheered these developments and the leveling of the playing field. But a recent series of writings by prominent and successful women have sounded some alarms about work-life balance and what it takes to succeed professionally as well as personally. The issue is a large one for men and women, as well as society as a whole. It is also one you all will soon face directly. Perhaps our basic institutional arrangements, such as what the workplace is, how we measure performance, how we pay, and so forth, need to be rethought to accommodate professional women and a new breed of professional men. Or, perhaps, things are fine just the way they are. In this Greenberg, we will read books (fiction and non-fiction) and articles about work-life balance, which we hope will provoke a lively discussion on these issues, which affect not only the choices each of us make but also how our society is structured. We will address questions such as: To what extent are the issues faced by men and women the same? To the extent they are different, why are they different? Should employers accommodate those differences, and, if so, how and why? What policy implications flow from our recent experiences with greater gender equality in the workforce? In the Greenberg tradition, we will meet at our houses. In the spirit of this particular Greenberg, we warn you in advance of interruptions from children, last minutes changes from one house to the other, and possible (unsolicited?) contributions from our professional (one lawyer; one doctor) spouses. Because we are eager to foster a broad conversation that incorporates a range of views with gender as a focus, we hope to achieve rough gender balance in the seminar. Students wishing to register should email a short statement of interest to both professors by September 14.
Emily Buss, M. Todd Henderson
Regulation of Investment Professionals
This course will consider the rules regulating investment professionals. Topics will include the regulation of broker-dealers, hedge fund managers, private equity fund managers, venture capitalists, and others advising individuals and entities on investment matters. We will study the relevant laws, rules of the Securities Exchange Commission, Commodities Futures Trading Commission, and other agencies, as well as the regulations of self-regulatory bodies, like FINRA and the New York Stock Exchange. Federal Regulation of Securities is a recommended prerequisite.
M. Todd Henderson
The focus of this course, offered over two sequential quarters, is on the Anglo-American system (mainly judge-created) of the liability for personal injury to person or property. Special stress is laid on the legal doctrines governing accidental injury, such as negligence and strict liability, assumption of risk, and the duty requirement. The rules for determining damages in personal-injury cases are discussed. Alternative theories of tort liability, e.g., moral and economic, are compared. The student's grade is based on a single final examination at the end of the Winter quarter.
M. Todd Henderson