Business Law Pathway

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Business Law encompasses a variety of practice areas that provide a legal framework for entrepreneurial activity, corporate organization and governance, investment, domestic and international trade, non-profit entities, and capital mobilization through private finance. Courses in this field also cover regulatory aspects of business, including the federal regulation of securities, banking, and taxation. Students interested in this field may also want to explore registering for relevant business school courses.

There are a number of courses devoted to subjects within the area of Business Law as well courses to help you prepare to take the bar examination. Students who want to pursue legal practice in Business Law should consider the courses below. Other courses, besides those listed, are offered under the FIU College of Law curriculum.

Please view the Schedule of Classes to determine which courses will be offered during the current school year.

Foundation Courses related to this pathway include: Civil Procedure, Contracts, Constitutional Law and Property.

Core Courses

Business Organizations
LAW 6062 Business Organizations (3-4). This is a basic course on state and federal law governing incorporated business enterprises, partnerships and limited liability companies.

Federal Income Tax
LAW 6600 Federal Income Tax (3). This course offers an introduction to the fundamental principles of federal income taxation, particularly as applied to individuals, including the concepts of gross income, identification of the proper taxpayer, deductions, income tax accounting, capital gains and losses, deferred payment sales and non-recognition transactions. Consideration will be given to issues of tax policy and tax planning techniques.

Advanced Electives

Banking Law
LAW 7085 Banking Law (2-3). This course is concerned with the federal regulation of national and state-chartered financial institutions. Topics include the history of banking in the United States, entry restrictions, expansion through the bank holding company structure, branching, liability issues, limitations on bank activities, and the regulation of failing financial institutions.

Corporate Finance
LAW 7064 Law of Corporate Finance (2-3). An advanced corporations course on legal and economic issues involved in corporate financing decisions, covering a broad range of issues including basic accounting, valuation of corporate entities and their securities, corporate capital structures including the relationship of corporate debt to equity and the impact of leverage, 528 College of Law Graduate Catalog 2013-2014 dividend and investment policy, and new financial instruments such as derivatives and structured finance. Prerequisite: Business Organizations.

International Trade Law and Policy
LAW 7262 International Trade Law and Policy (2-3). This course concerns the national and international regulation of imports and exports. Law, policy and economics of the international trading system will be discussed. The course primarily focuses on import restrictions on goods; however, export restrictions and trade in services will also be considered. Topics include the pure theory of trade, industrial policy, the World Trade Organization and its dispute settlement process, dumping and countervailing duties, retaliation, and economic sanctions.

Mergers and Acquisitions
LAW 7065 Mergers and Acquisitions (2-3). This course will approach the study of major corporate restructuring from both an academic and a practice perspective. Included in the course will be a review of underlying economic objectives and sources of efficiency gains in restructuring ownership interests in publicly financed firms and factors affecting choice of transaction form. Major emphasis will be on the corporation law and securities laws pertaining to M&A transactions. Both hostile and friendly deals will be covered. More briefly addressed will be tax law, competition law and executive compensation issues encountered in such transactions. Prerequisite: Business Organizations.

Non-Profit Organizations
LAW 6061 Non-Profit Organizations (2-3). This course will address the legal regulation of nonprofit organizations from the perspective of state law and federal tax law. Topics to be covered include: the theoretical rationales for the nonprofit sector and federal tax benefits; formation and dissolution of nonprofit corporations and charitable trusts; operation and governance, including the legal duties and liabilities of directors and trustees; requirements to qualify and maintain federal tax-exempt status; the distinction between public charities and private foundations; the tax consequences of business and investment activities of nonprofits; basic charitable giving strategies; and regulation of charitable solicitation.

Payment Systems
LAW 6556 Payment Systems (2-3). This course will survey the uses of different payment mechanisms (negotiable and nonnegotiable instruments, credit cards and electronic funds transfer and wire transfer systems) in both credit and cash transactions. The course will consider allocation of risks for fraud, countermands, defenses on the underlying contract, mistake, timeliness and unauthorized payments. In each case the allocation of risks in connection with different payment mechanisms will be considered, along with whether these allocations should be the same or different for each mechanism. The course will focus on Articles 3 and 4 of the Uniform Commercial Code and, as time permits, consider letters of credit under U.C.C. Article 5 and the International Chamber of Commerce Uniform Customs and Practice. Special emphasis will be given to techniques of statutory analysis, commercial counseling and a rethinking of present rules, especially in the light of the revision of Articles 3 and 4. The impact of federal legislation on the state payments law (U.C.C. Articles 3, 4, and 4A) may also be treated.

Secured Transactions
LAW 6051 Secured Transactions (2-3). This course covers the creation, perfection, and enforcement of security interests in personal property under Article 9 of the Uniform Commercial Code, including priorities among conflicting interests in the same property and choice of law problems. Some discussion of bankruptcy law as it affects the interests of secured creditors may also be included.

Securities Law Enforcement
LAW 6561 Securities Law Enforcement (2-3). Securities Law Enforcement comprehensively examines the enforcement processes of the U.S. Securities and Exchange Commission (SEC) from the perspective of both the government and the private practitioner. Coverage includes preliminary investigations, Wells letters, settlement procedures, litigation, and remedies. The course also considers the role of self-regulatory organizations like the New York Stock Exchange and National Association of Securities Dealers in enforcement of the securities laws. Prerequisites: Securities Regulation, Business Organizations, Law of Corporate Finance or students without prerequisites may also be enrolled in special circumstances with the permission of the instructor.

Corporate and Partnership Tax
LAW 6610 Corporate and Partnership Tax (2-3). The course examines the income tax treatment of corporations and their shareholders and of partnerships and their partners arising from various transactions including incorporations, distributions, redemptions, liquidations, and non-taxable acquisitive reorganizations. Prerequisite: Federal Income Tax.

Estate and Gift Tax
LAW 6621 Estate and Gift Tax (2-3). This course covers federal estate and gift taxes and their impact on gratuitous property transactions during life and at death. The course includes brief consideration of the tax on generation skipping transfers. Prerequisites: Federal Income Tax, and Wills and Trusts.

Estate Planning
LAW 6450 Estate Planning (3). This course will explore the theories and skills involved in the estate planning process. Topics include the estate planning engagement, information gathering, identification of client objectives, development of remedial and conventional estate plans, and selection of fiduciaries. Prerequisites: Federal Income Tax, and Wills and Trusts.
  • Seminar: Crisis and Regulation
Experiential Courses


Jerry W. Markham, Professor of Law

José Gabilondo, Professor of Law
305.348.1118 or 305.348.5943

Clinical Faculty

John Little, Director, Clinical Adjunct

Shahrzad Emami, Supervisor, Clinical Adjunct

Additional Resources