This course focuses on domestic and transnational corporate and commercial transactions. It emphasizes the transactional nature of business development by following one business, a small grain mill that grows into a large, international agribusiness, through a variety of circumstances. Discussions center on the ways in which firms design contracts to create and govern their relationships with various commercial parties including, equipment and materials suppliers, competitors, customers, and creditors.
Over the course of the semester, students help a start-up business navigate the process of building an enterprise by, among other things, obtaining financing, purchasing equipment, negotiating warranties and adjustments in contract terms, settling product quality and financing disputes, dealing with international distributors, completing mergers and acquisitions, forming domestic and international alliances and joint ventures, and undergoing consolidation and bankruptcy. As the business grows, it must confront a series of particular problems arising out of operating a global enterprise, including the development of forum selection strategies and managing foreign investment transactions. Each class will focus on a different transactional problem facing the business, mapping the business' growth and decline in order to provide students with a real-world view of the role of transactional lawyers.