Duke Law launches LLM in law and entrepreneurship

January 21, 2010Duke Law News

Duke Law School will launch a unique LLM in law and entrepreneurship in the 2010-2011 academic year. The governing faculty approved the one-year Law and Entrepreneurship LLM Program on Dec. 15.

Open to an inaugural class of about 20 JD graduates, the curriculum will blend rigorous academic study relating to the legal, business, institutional, strategic, and public-policy frameworks and considerations that apply to entrepreneurs and innovation, with practice and research opportunities that allow each student to develop skills in representing clients.

» View admissions information for Duke’s Law and Entrepreneurship LLM Program

“Entrepreneurship and innovation are central to efforts to create broad-based, sustained economic growth, as well as to solving complex social problems," said David F. Levi, dean of Duke Law School. "In America and, increasingly, on a global basis, we look to the entrepreneurial sector for creativity and solutions. The ongoing economic shifts resulting from the crisis in the global capital markets are likely to accelerate this trend. As a result, we believe that this program, which focuses on how the law and lawyers can best support entrepreneurship, is extremely timely.

“Lawyers often are among a startup’s handful of founders or leadership teams,” he said. “Early-stage CEOs must negotiate an array of issues with legal content or consequence, such as those relating to funding, finance, intellectual property protection and licensing, regulation, technology, deal-making, taxation, risk management, and many others. Indeed, in the entrepreneurial context, the relationship of the lawyer and the businessperson is so intertwined that a competent lawyer must understand the business and a competent businessperson must understand the law. Our program in Law and Entrepreneurship will offer a valuable foundation for graduates who plan to be involved in this unique part of the business world as advisers, executives, or even as CEOs. As we develop the curriculum for the LLM we will end up strengthening all of our business offerings for all of our students.”

“We think this [program] offers an important contribution to the profession,” said Professor Paul Haagen, senior associate dean for academic affairs. “It is a set of approaches and ways of thinking that is critical to the continued development of the economy.”

Duke Law School’s academic strengths, interdisciplinary culture, and proximity to the innovation hub of Research Triangle Park make it ideally suited to developing a program in entrepreneurship, innovation, and law, he said.

“We have exceptional faculty strength in business law, intellectual property law, innovation policy, and corporate and securities law and regulation,” he said. “The Raleigh-Durham [economic corridor] is one of the leading regions for startups in the country. And there are a lot of innovative, entrepreneurial ideas being generated at Duke’s Pratt School of Engineering, Medical School, and across campus.

“And institutionally, this is about Duke Law School itself being entrepreneurial by embracing the full set of intellectual, conceptual, and structural issues that surround innovation.”

Affiliated faculty for the LLM curriculum include James Cox, Duke’s Brainerd Currie Professor of Law and a leading scholar of corporate and securities law; Visiting Professor of the Practice of Law Lawrence Baxter, an expert in administrative law and bank regulation whose career as a banking executive included managing internal “intrapreneurial” ventures; Visiting Professor of the Practice of Law Bill Brown ’80, a former co-head of global listed derivatives at Morgan Stanley, who leads his own entrepreneurial and venture capital businesses in addition to teaching such courses as Venture Capital and Private Equity; Professor John Weistart ’68, a scholar of contracts and commercial transactions; and Clinical Professor Andrew Foster, who directs the Community Enterprise and Entrepreneurial Law Clinics and directs the Law School’s clinical programs.

As one of the faculty who developed the LLM proposal, Cox, who will serve as the program’s faculty director, is delighted to see it come to fruition.

“I see this program as joining Duke’s research and teaching missions with one of the most important things for American society, and that is how legal institutions — rules, courts, and regulatory agencies — can be a positive force as the economy shifts from being a production economy to an idea economy,” he said. “Law can be a potent force in providing the industrial base — production base, if necessary — to support the ideas.”

A rigorous blend of academics and professional development
Biotechnology and health, information technology, and social entrepreneurship — all areas thriving at Duke and in RTP and the Triangle region — will be central to the experiential education component of the program, which Foster will oversee. “We aim to really connect doctrine and theory with practice, so that the students in this LLM program will have meaningful opportunities to develop their substantive understanding of the law and develop core professional skills by working in entrepreneurial settings at a very high level while in the program,” he said.

During their second-semester practicum, students will be placed in relevant externships, including in-house with a company, with law firms advising entrepreneurial ventures, or in other similar settings in the field. A capstone project will engage students in scholarly research tied to entrepreneurship and entrepreneurship policy or in teamwork “to basically bring a company out of the ground,” he said.

Interacting as a lawyer with a startup company differs substantially from interactions with more traditional large corporate clients, noted Foster.

“Entrepreneurial companies and clients, by their very nature, are risk-taking enterprises,” he said. “As a result, one important job for a lawyer representing a start-up is to help clients effectively manage the risks they face. You are operating in a framework where the willingness to take on risk, even to fail, is one of the key things that sets an entrepreneur apart. And so helping young lawyers, who may be deeply risk averse themselves, to make that sort of paradigm shift is something that we expect to be able to provide students through the courses and the curriculum that we’re developing.”

Required courses for the LLM include Intellectual Property Law, Equity Valuation and Financial Statement Analysis, Venture Capital and Private Equity, and Baxter’s survey course, Entrepreneurship and the Law, which includes an examination of the theoretical base for entrepreneurialism in a market economy, the regulatory framework within which it takes place in the United States, innovation policy, and the role of risk in entrepreneurial ventures. Students also will be able to choose from a range of such elective course as Intellectual Capital and Competitive Strategy, Patent Law and Policy, Trademark Law and Unfair Competition, and Corporate Taxation.

Problem solving for entrepreneurs requires law and businesses
The LLM curriculum will be interdisciplinary, as is the very pursuit of acting as a lawyer to an entrepreneurial organization, said Brown. Business and law are so intertwined that entrepreneurship requires an in-depth knowledge of both disciplines.

“You can only do entrepreneurship well if you know the law surrounding intellectual property, securities, and taxes. And, you can only do entrepreneurship well if you know the business concepts surrounding governmental incentives, compensation, and finance and capital structures,” he said.

“We will teach our students how to think about start-up businesses both as business people and as lawyers, how to solve problems using a range of tools, and how to understand the environment of the entrepreneur well enough to allow them to go beyond problem-spotting mode into problem-solving mode,” he said. “A lot of lawyers focus on problem spotting but aren’t equipped to solve the problem because they don’t know the ‘business answer.’ If you only know the legal solution, not the business solution, you can’t come up with the best solution. This means that the entrepreneurship LLM will not only be ideal for the entrepreneur, but also for those in large institutions and firms who operate with the spirit of an entrepreneur.”
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