Business Law

 

 

Israel is an international hub for corporate and business activity. Corporate giants from the U.S., Europe, and Asia constantly seek opportunities in Israel from buying companies to opening research centers. For example, Israel’s MobilEye was recently acquired by Intel for $15 Billion. Venture capital and private equity companies follow suit and aim for Israel’s earlier stage companies. At the same time that foreigners invest in Israel, Israeli companies look outward to raise capital and seek larger product markets. Israel has the second largest number of companies quoted on the NASDAQ, with 93 such companies (and counting!). Many Israeli companies, cross list in Israel and abroad, and the Israeli Securities Law is highly innovative in this regard. Finally, some Israeli companies play a major role in international transactions. To say the least, Israel today is an exciting place to study business law.

The Business Law track focuses on the fundamentals of business strategy catered to a legal audience. The course topics and frameworks are drawn from business law as well as MBA curriculums of leading schools abroad. The track offers courses on an array of topics: Startup Financing and Governance, Shareholder Activism, Issues in Competition Law, Negotiations in the Technology Industry, and related issues. Together, we offer a range of courses that are second to none.

To complete your specialization in the Business Law track, you must take at least 14-15 credits of the LL.M.’s 32 required credits, from courses within the Business Law track, but you are more than welcome to take as many courses as you see fit – and that fit your schedule. You can also take courses from the other tracks, in addition to general elective courses.

 

The professors and courses refer to the 2021-2022 academic year -courses are subject to change every year.

 

 

Antitrust Policy

Professor David Gilo - Tel Aviv University

The course will give an overview of antitrust policy. We will study how to analyze oligopolistic markets and harm to competition from various practices, including cross ownership among rivals, most favored consumer clauses, price matching practices, vertical restraints, loyalty discounts, excessive pricing by dominant firms and vertical mergers.

 

Risk Derivatives and Financial Crises

Adv. Menachem Feder

This course covers one of most essential yet paradoxical topics in financial law: derivatives.  Derivatives constitute a fundamental component of today’s financial markets, yet are commonly considered exotic and inscrutable.  Sophisticated market players regularly use derivatives, yet onlookers often label derivatives as toxic.  In recent years, the dangerous reputation has held sway.  Following the worldwide financial crisis of 2007-08, market observers blamed derivatives for spreading the contagion of the crisis and destabilizing the global financial system.  As a result, public awareness, but not public understanding, of derivatives shot up.  The objective of this course is to develop student understanding of financial risk and financial risk management via derivatives and of the role of law in controlling the use of derivatives.

 

Mergers and Acquisitions - A Real Life Experience

Adv. David Friedman - Skadden, Arps, Slate, Meagher & Flom LLP

This course is designed for those students interested in learning the practical skills needed to be a mergers and acquisitions (M&A) lawyer and will be taught by M&A practitioners --  David J. Friedman, who was trained at the international law firm of Skadden, Arps, Slate, Meagher & Flom LLP, and Dan Shamgar and Shira Azran from the Israeli law firm of Meitar | Law Offices.  The course, which will be taught in English, aims to give students hands-on experience in drafting and negotiating M&A transactional documents, while at the same time providing students with an understanding of contract architecture, corporate law and other topics that are relevant to M&A transactions. The focus will be on a US styled transaction, and will include a spotlight on certain unique Israeli aspects. 

 

Corporate Finance for Lawyers

Adv. LizAnn Eisen - Cravath, Swaine & Moore LLP

Using real-life examples and simulations, this course will cover the day-to-day function of lawyers practicing corporate finance (both in-house and as outside counsel).  Topics will include basic corporate finance principles, accounting for lawyers and how to learn and stay on top of current issues and trends, non-GAAP measures, relations with the CFO, audit committee and board of directors and significant shareholders, capital raising and other transformative transactions and financings, developing high quality compliance and risk management policies and procedures, the impact of significant litigation and government investigations.  We will focus on substantive areas as well as ethical, business, policy and reputational concerns. 

 

Contract Governance Strategy

Professor Lisa Bernstein - University Chicago Law School

This class focuses on contract governance—the ways that contracting parties devise (apart from contract provisions backed by the threat of court imposed damages) to better ensure that contracts are performed and, often, that innovation occurs within the contracting relationship. Working in teams and presenting answers to case studies of different industries from manufacturing contracts for tractor parts, to medical devices, to toys, to biotech alliance agreements, students will learn new ways to create value for their clients. Special attention will also be paid to the choice of contractual partner and different context specific approaches to contract negotiation. Along the way, we will explore the close connection between contract governance and business strategy concluding with a look at the US auto industry that illustrates how closely these considerations are and should be intertwined.

 

Corporate Governance and Capital Markets

Dr. Kobi - Tel Aviv University

In this seminar we will explore the current hot debates and wide range of policy issues in the law governing corporations and capital markets. Issues to be discussed include the allocation of power between managers and shareholders, hedge funds and shareholder activism, the rise of institutional investors and index fund stewardship, executive compensation, controlling shareholders and the use of control enhancing mechanism (such as dual-class structures and corporate pyramids), corporate social responsibility, stakeholder capitalism and securities regulation. During the course, we will also use a comparative approach to consider how different norms and rules governing corporations and capital markets influence cross-border business activity.

 

Economic Analysis of Law

Prof. Avraham Tabbach & Dr. Shay N. Lavie - Tel Aviv University

This workshop will provide students the opportunity to engage with ongoing research in the economic analysis of law, written by leading worldwide scholars.  In the first meetings, we will provide a general background concerning different types of papers in the economic analysis of law. Then, at most of the meetings, invited speakers will present works in progress, and an in-class discussion will follow.  Students are required to read, before sessions, the papers to be presented and to submit brief written comments on several papers throughout the semester.  

 

International Commercial Arbitration

Professor Hans-Christian Salger - Goethe University Frankfurt am Main

The course will teach the legal and practical aspects in international commercial arbitration with a view on the civil law/common law divide and how it is overcome by "best practice". The topics include arbitration agreements and clauses; ad hoc and institutional arbitration; selection and challenge of arbitrators; conduct of arbitration proceedings; taking of evidence; enforcement of awards. The New York Convention and IBA Rules will be covered as well as national procedural rules (in particular German, Englishand US law). 

 

Corporate Law

Professor Omri Yadlin - Tel Aviv University

The Course will focus on particular advance topics in corporate law, including Optimal Design of the Corporate Contract, Mergers & Acquisitions, Fraud and Insider Trading.

 

US Mergers and Acquisitions 

Professor Steven Davidoff Solomon - U.C. Berkeley School of Law

This course introduces students to the fundamentals and critical topics in the law of U.S. mergers and acquisitions and the financial and transactional issues that they present. The principal focus of the course will be on the U.S. corporate law and securities regulation aspects of these transactions, the business incentives of the parties to the transactions, and the documentation and negotiation of the deals. Ancillary legal areas, such as tax and antitrust, will also be touched upon.

 

**These are the courses that are being offered during the 2021-2022 academic year. Courses are subject, and likely, to change year to year. Applicants will be sent a final course list once it is available.

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