More and more, American lawyers are required to practice globally, and this course will expose students to an important aspect of international transactional practice -- the establishment of foreign subsidiaries. This course will focus on how a U.S. attorney might create a business entity in Australia and New Zealand, but the concepts learned and legal analysis used will provide you with basic skills and knowledge that can be transferable to other countries as well.
This course, Transnational Legal Practice (Summer I, Law 6021-001), will be completed in one week. The take-home exam deals with a transaction in which a Texas domiciled company forms one company in Australia and one in New Zealand and then embarks upon land purchases and construction projects. Ultimately, the Texas company exits the transaction by way of a trade sale or an initial public offering. Students will assume the role of an associate in a law firm that acts for the Texas company. Students will be tasked with writing a set of internal memos on various aspects of the transaction.
A key focus is on the company and securities laws of Australia and New Zealand. Each of these jurisdictions adopted United Kingdom company law and later modified that law. The class will look at the statutory law of these jurisdictions from the point of view of a North American lawyer structuring transactions in Australia and New Zealand. These kinds of cross-border commercial transactions are usually dealt with (but in a much more cursory way) in a general International Business Transactions course.
The course will focus on a common set of issues that must often be confronted in such transactions. These issues can be broken down into three large themes. The first is legal history or comparative legal traditions; the second is the statutory company and securities law of Australia and New Zealand; and the third is transaction planning.
Dr. Walker, SJD (Duke) is an advisor to the Asian Development Bank (ADB) where he is designated as International Business Law Expert. His work with the ADB focusses on company and commercial law reform. He is an Emeritus Professor of Law at La Trobe University School of Law in Melbourne, Australia and Visiting Professor at the University of Houston Law Center. He was previously Professor of Commercial Law (1999-2015) and Head of School (2004-07) at La Trobe University School of Law. Dr. Walker is best-known internationally for the 13 volume treatise on securities regulation published by Westlaw. Professor Walker has extensive experience in this field and a global reputation. We are fortunate to have him as a guest professor. Registration will take place April 20 - May 22.
