LAW208

Letter Grading

GPA LECTURE COURSES

The course provides a practical overview of three types of parallel proceedings (shareholder lawsuits, internal investigations, and SEC enforcement actions) that arise following disclosure of negative news by public companies and an associated sharp drop in stock price. The course proceeds to address each of the three types of proceedings individually, before addressing the intersecting legal, strategic, and business considerations that arise when all three proceedings occur concurrently (i.e., "the perfect storm") as they often do. The course illustrates various scenarios and principles by reference to case law and statutes (focusing on Delaware law -given that most companies are incorporated there, and Delaware case law is most developed in this area), industry/practice commentary, and historical and ongoing disclosures by companies that have confronted these issues.