Course Description


Laster, Russell

Co-requisite: Business Organizations or instructor permission


This course focuses on alternatives to the corporate form, especially limited liability companies and limited partnerships. The laws governing these entities are of critical importance to people practicing business law: in recent years, new LLCs and LPs have vastly outpaced new corporations, and are frequently the entity of choice for modern businesses. Unlike corporations, LLCs and LPs offer nearly unlimited flexibility to the lawyers and clients designing an entity B flexibility which comes with both benefits and potential downsides. The course will cover key aspects of LLC/LP formation from planning through inception, including the choice of entity form, considerations regarding financial structure, and decisions about entity governance. The course will also look at key controversies that arise over alternative entities, including recent litigation.