Compliance and Risk Management

This course is designed for students interested in regulatory law and those who seek additional coverage of pertinent constitutional law topics. Coverage includes the sources and nature of agency authority, agency rule making and adjudication, and judicial review of agency action. Constitutional issues addressed include the interplay of power among the three federal branches, procedural due process, and justiciability issues such as standing, ripeness, and mootness. Special emphasis is placed on the federal Administrative Procedure Act; state analogs may be studied as well. Attention also may be given to the internal functioning of typical administrative bodies and to the relationship between regulators and the regulated community.

This seminar focuses on the evolving legal framework for holding businesses to account for activities that negatively impact human rights. The course is largely structured around the UN Guiding Principles on Business and Human Rights (UNGPs) which were approved by the UN Human Rights Council in 2011. The UNGPs have created an evolving normative framework that aims to prevent and remedy human rights abuses committed by companies and has become an important area of legal compliance work. The seminar is designed to provide students with a general overview of the general framework established by the UNGPs and will include coverage of: the international human rights legal regime; the development of international, domestic and voluntary corporate initiatives designed to bring corporations in line with human rights norms; the best practices for corporations to incorporate measures to assure respect of human rights; the potential liability of corporations for alleged violations of international human rights law; and the available judicial and nonjudicial remedies for vindicating violations of these rights. The course focuses on both the legal, practical, and political challenges that all stakeholders face in this new area of emerging international law while building the skills needed by a professional in this field. This course may be offered every other year.

Examines the similarities and differences among various types of business organizations (sole proprietorships, partnerships, corporations, and limited liability companies). Important issues studied include organization and formation requirements; roles, responsibilities, and potential liabilities of persons acting on behalf of the business organization and/or owning the business organization; the procedures and most frequent grounds for litigation involving business organizations; corporate social responsibility; and a brief introduction to the law of securities regulation and corporate control.

This course focuses on the role of counsel to business organizations. This role may be filled either by an attorney employed by the organization (in-house counsel) or through a law firm (outside counsel). Corporate counsel’s work is largely driven by the overarching principal of risk management. Accordingly, the course will focus on the interaction of risk management with legal analysis in the areas of governance and compliance. Course coverage in the area of governance will include issues involving shareholders, board of directors, and executives. Specific issues may include shareholder proposals and u0022say on payu0022 voting, as well as the roles of the Board chair, independent directors, and crucial committees (Audit, Risk, Compliance, Governance and Nominating, and Compensation). Course coverage in the area of corporate compliance will broadly cover the history and connection to the increase in scope and complexity of regulation. The coverage will turn to corporate counsel’s role in major aspects of corporate compliance: internal investigations, regulatory matters, and criminal matters. The course will also discuss the various roles played by corporate counsel in governance and compliance and various ethical dilemmas that arise frequently, such as the business organization as client, attorney-client privilege in corporate investigations, confidentiality, and work product protection. Grading will be based on projects assigned during the semester and a final project due at the end of the semester.

Concentrating on public education, this course examines the increasing number of federal and state laws and regulations and court decisions that influence or control schools. Special attention is given to current issues, for example, students’ freedom of speech and press, school prayer, school integration, discipline, school funding, bilingual education, special education, and the constitutional guarantees of equal protection and due process, as they affect students and faculty. Utilizing a problem-based approach, the respective rights and responsibilities of the various constituencies in an educational setting are examined.

This course deals with the employer/employee relationship when the employee is not represented by a labor union, but rather seeks protection under state or federal legislation. Among the topics are legal restraints on employer screening of employees, wage and hour legislation, occupational health and safety legislation, restrictions on employee discharge, employment discrimination, retirement, and other employee workplace rights and protections. This course may be offered every other year.

This course introduces students to policies, statutes, and common law addressing our relationship with the natural environment. Students study the major federal environmental statutes, including the Clean Water Act, the Clean Air Act, the National Environmental Policy Act, the Endangered Species Act, the Resource Conservation and Recovery Act, and the Federal Superfund Act, among others. The class explores key provisions of those acts, case law interpreting their applicability, and their impacts on environmental conditions, economics, and politics. In addition, students discuss legal and political theories of environmental protection, its constitutional grounding, and its administration by the US Environmental Protection Agency and other federal and state agencies. Please check the most recent course registration information to determine if this course satisfies the Experiential Education/Professional Skills Requirement.

This course will examine the role of compliance within the financial sector, specifically focusing on the investment management industry. Emphasis will be given to the delicate balancing act of responding to business needs while acting as an interpreter and enforcer of rules, regulations, and industry best practice. Students will work to define the role of compliance, build a successful compliance program, and appropriately navigate the key relationships and inherent tensions existing between internal and external business partners, legal counsel, and regulatory agencies. At the end of the course, students should have a clear understanding of the scope of compliance and the role of a compliance officer in the financial sector and be able to navigate common issues inherent in the role, such as maintaining independence while being a good business partner, handling regulatory exams, and integrating regulations into the business. The course will employ a real-world, hands-on approach through a variety of small projects and discussions leading up to a final written work and presentation. Familiarity with the financial industry or previous course work such as Securities Regulation is recommended but not required. An overview of the industry, applicable regulations, and key players will be covered at the start of the course.

This course analyzes the historical developments and policies that have influenced and shaped the development of the health-care system in the United States, at both the state and federal level. Weekly reading assignments will include health-care policy articles, case law, and reports and studies on various health-care topics. Areas of coverage will include health-care financing, the regulation of health-care providers, patient access to health care, and the doctor-patient relationship and conflicts of interest.

This introductory course will cover the principles that govern the interaction and influence of patients, payors, and providers in the field traditionally referred to as “health law.” Through the health policy frames of access, cost and quality of care, this course will cover a myriad of topics including the health professional-patient relationship, the regulation of health professions and institutions, health care financing programs, and public health law.

The health-care industry has become perhaps the most regulated industry in the United States, resulting in a dynamic and complex area of law for legal practitioners. This course will utilize federal and state statutes, regulations and case law in addressing areas such as hospital structures, licensure and accreditation, fraud and abuse, physician credentialing, peer review, hospital governance, tax exemption, joint ventures, and antitrust issues. Students also will consider various scenarios routinely encountered by lawyers who represent hospitals. This course may be offered every other year.

Covers contemporary insurance issues in property, liability, automobile, health, and life insurance. These areas are studied in the context of disputes, such as coverage for pollution, discrimination, or sexual abuse. Emphasis is given to rules of policy interpretation and applicability of public policy. Background issues are incorporated into the course and include fraud, extracontractual damages, the duty to defend, conflict of interests, and the role of legislatures and regulators. The purpose of the course is to familiarize the student with traditional insurance principles, theories of insurance law, and the approaches to insurance issues that underlie tort and statutory remedies. This course may be offered every other year.

This course will examine nonprofit organizations and the sector in which they operate. The course will focus on the legal framework governing the operation of the nonprofit organizations, including issues of choice of form, governing bodies, and regulation of solicitations. The course also will survey the basic federal income and state property tax issues relevant to operation of the nonprofit organization. These issues include qualification for tax exemption, filing requirements, engaging in commercial activities, and the distinction between public charities and private foundations. This course may be offered every other year.

This course explores the many legal issues that concern information privacy in a world of big data, including such topics as the Fair Credit Reporting Act, federal and state financial privacy laws, consumer data privacy regulation, and First Amendment limitations on privacy regulation. This course will be taught as a colloquium. After an initial introduction to legal and philosophical perspectives on information privacy, teaching will be undertaken by students in the course: each student (or team of students) will be responsible for leading discussion on a topic related to privacy and law enforcement.

This course offers an introduction to federal securities laws, primarily covering the Securities Act of 1933 and the Securities Exchange Act of 1934, as well as the rules and regulations enacted thereunder. With a focus on SEC and criminal investigation and enforcement, topics include the definition of u0022security,u0022 the concept of materiality, antifraud liability (such as insider trading), and the duties of industry participants in securities transactions. Although there are no prerequisites for this course, it is designed for students interested in securities litigation and not merely for the general corporate transactional practice.

This survey of sports law investigates a wide variety of topics in the context of sports law. For example, the course considers the nature, operation, and evolution of the National Collegiate Athletic Association (NCAA). Both the equal protection and due process clauses of the Constitution also are studied, as applied in an athletic setting, as are the treatment and rights of women and foreign student athletes. The differing treatment by the courts of the worker’s compensation–e.g., is a recruited athlete an employee of his or her university?–are analyzed. Antitrust law, as applied to both amateur and professional sports, also is reviewed. Title IX and drug testing are considered, as are the role and ethics of lawyers involved at the various levels. Representation of the athlete by both lawyer and nonlawyer agents and the role of unions and collective bargaining in professional sports are considered, as are both tort and contract law.

This course provides an introduction to federal white collar criminal and civil practice.  The course begins with a review of general principles such as corporate criminal liability, mail and wire fraud, conspiracy, and relevant provisions of the U.S. Sentencing Guidelines.  DOJ and SEC policies encouraging voluntary disclosure, cooperation, and remediation in white collar investigations will be examined, followed by consideration of issues affecting federal grand jury practice including Fifth Amendment protections and immunity; corporate internal investigations; and Sixth Amendment protections related to the attorney-client privilege, the crime-fraud exception, and joint defense.  Finally, the course will examine selected laws governing the prosecution of health care and securities fraud, foreign corrupt practices, and other areas such as cybercrime and research integrity, as time permits.  Grades will be based on class participation, a mid-term exam, and a final exam.  This course may be offered every other year.

Examines the theory and practice of workers’ compensation systems and their development through case law and statute reform, from A (assaults) to Z (zookeeper attacks). This course may be offered every other year.