Study

This is a seminar course focusing on a comparative analysis of business systems in Japan and the United States. We will discuss the basic question: how does law matter to business practice? 

To answer this question, we need to take into consideration two complementarities. First, the legal system in a given country consists of a variety of legal subject areas, including corporate law, securities regulation, labor law, bankruptcy law, and tax law, among others. These areas of law do not operate in isolation but rather in complement to affect the business practices in a country. Second, the law operates in conjunction with economic markets and social norms. 

We will consider the firm as a forum for incentive bargaining among four major participants: management, employees, creditors, and shareholders. How do the complementary effects of various laws, markets and norms affect the incentives of each participant? How has this affected the accepted business practices in a country, and in turn, the broader business system? 

Students will be exposed to classical readings in business law theory, as well as more recent scholarship that applies those classical theories to case studies of modern US and Japanese firms. Through the readings and participation in class discussions, students will learn to think critically about the dynamic interplay of legal systems, economic markets, and social norms and their combined effects on business systems.

This seminar, open to students pursuing a JD-LLM in international and comparative law, analyzes institutional design, regime complexity, and forum shopping in the international legal system.  The seminar explores the theoretical, strategic, and practical issues relating to these topics.  Key concepts are illustrated via a series of recent case studies in international trade, investment, human rights, criminal law, and other area of international law.  Reading for the course will include both theoretical reading and materials specifically related to the four case studies presented.  Readings associated with the case studies may include briefs, legal decisions, newspaper and other accounts of the situation, and possibly guest lectures.

Course grades will be based 60% on response papers (6 papers of 1500 words), and 40% on class participation, including helping to lead discussion of classes for which they write response papers.

Students interested in satisfying either the JD or JD/LLM writing requirements through this seminar may separately enroll in an Independent Study (Law 460) of 1 or 2 credits.  Research papers completed through these Independent Studies will be in addition to, and not in lieu of, the required seminar response papers, and will be graded separately from the seminar work.