of course. The course begins with a couple
introductory sessions. The first day will be an overview,
the second a look at an important corporate law case
on valuation. During this first week, there will also
be a couple "extra" sessions -- for law
students on use of spreadsheets, and for management
students on US legal process.
The course then launches into a five-week
sequence that offers an overview of financial valuation,
with references to its use in legal contexts. You
will have a chance to observe how basic financial
concepts are used in court decisions and regulatory
proceedings. We will also take a look at basic financial
accounting and how it fits into legal valuation.
For Spring 2005, we will meet during
Babcock's fourth mini, on Monday
and Wednesday afternoons (in Room
1107) from 1:40 - 3:00pm starting
on Wednesday, February 28, and ending on April 25.
||Principal cases / materials
(Feb 28, Mar 1)
|Introduction (including "Old
Man and Tree")
legal process (mgmt)
(Mar 14, 16)
re Oil Spill of Amoco Cadiz (prejudgment interest)
v. County of Los Angeles (structured settlement)
(Mar 21, 23)
Malibu case (valuation of human life)
Ryan v. Tad's
Enterprises, Inc (capital asset pricing model)
(Mar 28, 30)
v. Department of Treasury (adjusted book value)
Kamin v. American
Express Co. (earnings vs. cash flow)
(Apr 4, 6)
Life v. RJR Nabisco (bond valuation)
Brehm v. Eisner
(Apr 11, 13)
of Desmond v. IRS (market and control
Corp. v. Benninghoff (discounted cash flow)
Early, Harris & Wheeler - High Point)
George Hawkins & Michael Paschall (Banister
Principal case analysis/critique.
For each of the "principal cases" assigned
during weeks 2-6, two-person student teams will prepare
a weekly "case analysis." (I will attempt
to assign a JD student and an MBA/ACC student to each
team.) Each analysis will be 3-4 page paper (single-spaced,
double-spaced between headings and paragraphs) that
addresses an issue raised in the assigned case, which
we will later discuss during class.
Typically, your paper will take a position on a legal
valuation issue by presenting a spreadsheet or graphical
solution and supporting your solution with a textual
explanation. In effect, I will be asking each team to
write an advocate's brief on the assigned issue. Each
team will be responsible for three (3) case analyses
during the course. Your analysis paper will be due (as
an email attachment) by 6:00pm on the evening before
class, preferably in Word with the spreadsheets embedded
in the document.
For example, in Weinberger v. UOP, the first
case we will read, a significant issue is whether in
a judicial appraisal following a corporate merger the
value of minority shares should be based on the going-concern
value of the whole company, on the market price of the
shares, or on some other measure of value. Your paper
would take a position and defend your conclusion, including
a spreadsheet illustration of how your suggested position
would work in the case.
In addition to preparing case analyses, each team will
also be responsible for preparing three "critiques"
of other teams' analyses. This will be a one-page set
of questions, comments and suggestions. They should
be prepared and sent to me as an email attachment before
12 noon of the day of the class.
In short, for every class there will be 4-5 teams that
have prepared a "analysis" of the assigned
case and 4-5 teams that have prepared a "critique"
of the analyses. Each team preparing an "analysis"
will email it to me and to the team preparing the "critique,"
who in turn will email their "critique" to
me before class.
Here are the teams for Spring 2005:
|Team 1: Liu, Thomas
||Team 5: Gomes, Vore
||Team 9: Walter, Dabney
|Team 2: Bean, Cumbus
||Team 6: Moon, Byars
||Team 10: Lee, Anand
|Team 3: Roper, Reavis
||Team 7: Temchenko, Bhatt
||Team 11: Green, Godrecka
|Team 4: Fehrman, Reese
||Team 8: Murray, Pickron
||Team 12: Pittman, Brown
Here are the assignments (first entry is "analysis
team" / second is "critique team"):
1/2 4/5 7/9
3/1 6/4 10/7 11/8
2/3 5/6 9/10 12/11
1/12 4/11 8/5
3/9 7/1 10/4 11/8
2/3 6/7 9/11 12/10
1/6 5/2 8/9
4/12 7/5 10/8 11/1
3/4 6/10 9/7 12/2
2/6 5/3 8/12
As you can see, each team will have three "analysis"
papers and three "critiques" during the course.
For example, Team 5 will be responsible
for the following papers:
to me and copy to their "critique" team)
- Mar 21 (week 2 - copy team 6)
- Apr 4 (week 4 - copy team 2)
- Apr 13 (week 5 - copy team 3)
to me and "analysis" team)
- Mar 14 (week 1 critique of team 4)
- Mar 23 (week 2 - critique of team 8)
- Apr 6 (week 4 - critique of team 7)
Please identify your team's schedule. Let me
know immediately if you anticipate any scheduling conflicts.
Legal valuation paper. You
will also research and write a "review paper"
that identifies and discusses a valuation issue in a
legal context. The paper should present a cross-disciplinary
summary and critique of a legal valuation topic, using
a broad range of legal, financial and other sources.
You can choose an academic article (law or business),
a law case, statute, regulatory policy -- whatever grabs
you. The 6-8 page paper (single-spaced, double-spaced
between headings and paragraphs) should identify and
summarize the main thesis or issue of your reading,
analyze its main points, and contrast its valuation
methodology or analysis with what we have studied in
class. I am particularly interested in your personal
reactions and analysis. You should feel free to ask
me to review your topic choice.
Your paper, like those of students in past years, will
eventually be posted on this website. See "Student
Papers." The paper, which should include a 1-2 paragraph
introductory abstract, should be submitted
to me as an email attachment in Word or WordPerfect
- feel free to imbed tables/charts and Web links for
your research. The paper, which should be titled ["Last
name - topic" / "Smith-ValueLifeLibertyHappiness.doc"],
is due at the end of the exam period, which varies depending
on whether you are a 2L, 3L or MBA student.
- MBA grades are due April 29 (I would want your paper
by April 25)
- 3L grades are due May 6 ( I would want your paper
no later than May 2)
- 2L grades are due June 3( I would want your paper
no later than May 9)
A frequently-asked question: Should the paper have
endnotes or footnotes? My answer: I believe endnotes
and footnotes are overdone. If you have something you
want your reader to consider, such as a citation or
a clever aside, you should include it in the text. If
the note is an extraneous Id or Supra,
why bother? What do you add? In short, either is fine
- if you feel you have to.
But, while I'm at it, some ranting. Citation frenzy
exists only in law reviews no other academic writing
is so compunctual. Why? Maybe it's because law review
editors have nothing better to do. In the end, law review
writing is exegetic - similar to the parsing of religious
texts in the Middle Ages. When it comes down to it,
almost every law review article asks for the reader
to have, with the author, a leap of faith. Law, in this
sense, is religion.
materials. The course book is this website
e-book! The book is entirely web-based, with
links to spreadsheets, law cases, company websites,
statutes, SEC information, press clippings. You
should read the main text of each assigned chapter,
and browse the additional stories, illustrations
and case as you choose. You should also spend
some time reviewing the problems at the end of
each chapter and trying your hand at some of them
(solutions are linked).
Do e-books have a future? You can be the judge.
See Roger Ebert, "Resist
the e-book hype" Do e-books used in educational
settings have the same privileges in assembling
copyrighted materials as hard-copy course materials?
You will also be a significant contributor to
this book. The paper you prepare for the course
will be posted on the course website. That is,
you (like other students in past courses) will
Grading. I will base your
grade on your participation in class discussions (20%),
your weekly team assignments (40%) and your valuation
paper (40%). I will use the Babcock grading criteria
for students enrolled in the MBA course, and the Law
School grading rules for students in the JD course.