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This course is intended for third year students and is given is English.

The objective is to introduce students to the fundamental legal concepts that reflect American values in a business context. The case method is used to immerse students in the empiricism that characterizes the Anglo-American legal family. The cases studied are from American courts throughout their history, from the federal courts and those of numerous States, including many by leading jurists. Emphasis is placed on inter-disciplinary relations between law and ethics, as well as between law and economics. Frequent references are made to French and European Union law to highlight American specificities. Emphasis is placed on empiricial, inductive approaches, often using economic reasoning to address problems of interest to all legal systems. Students are encouraged to compare the results in American law with the solutions adopted in their national legal systems.

During the first semester, students are introduced to the main concepts of the American legal system, in particular, constitutional law, criminal law, tort law, and contract law.

In the second semester, attention is concentrated on the  the management of legal risks and cooperate governance through the law of business organizations: their formation, financing, management, transfer, and disappearance.

The first part of the course is not a prerequisite for the second. Students can benefit fully from and succeed in the second semester program without having taken the first part of the program.

Class discussions are focused on the cases and other materials posted on this site.

For additional reading, students are referred to Roger LeRoy Miller and Gaylord A. Jentz, Fundamentals of Business Law, West, New York, 2002, in particular Unites 1, 2 and 3 with respect to the first semester, and Unit 8 for the second semester.

Evaluation is based on :

- class participation as attested in particular by submissions of case studies at the start of each class at which the student is present and

- a final written exam emphasizing the application of the rules learned to hypothetical cases in the manner used in class discussions (two hours, closed book).



Identification of the common law system and comaprison with other legal systems, in particular the civil law and Chinese legal systems

Approche critique du bijuridisme.

Les anglo-saxons sont morts, longue vie aux anglo-normands!, La Gazette du Palais, Paris, April 2002

Judicial Review of Rules of Law - Maxim cessante ratione, cessat ipsa lex, The Canadian Bar Review, Toronto, March 1977.

Stare Decisis, the Binding Effect of Decisions of House of Lords on Lower Courts, The Canadian Bar Review, Toronto, September 1974.

1. - The American legal system

Russel - Fuentes - Hunt - Spanel

Topical issues:

Supreme Court Continues Pro-Business Stance
UCC Found to Trump Contracts on New York Bank Transfers

The branches of government:
In tiny New York courts, injustice and abuse of power

Religion and State:
Eminent Domain Proceedings Run Up Against Religious Freedom Arguments in Fla. Case
Supreme Court Sides With Church in Hallucinogenic Tea Dispute
9th Circuit Overturns Marijuana Cultivation Conviction of 'Guru of Ganja'
Church Leader, Wife Claim Peyote Prosecution Violated Their Religious Rights
11th Circuit Sends Evolution Sticker Case Back to District Court
For 9th Circuit, Less Means More
Plaque of Ten Commandments May Stay on Courthouse Wall
Job Bias Case Tests Religious Privacy Rights

Minority Enrollment at Law Schools Is Faltering
Class Action Accuses Dell's Finance Arm of Discrimination
The Pigment Perplex
High Court Upholds Admissions Policy at Michigan Law School
Morgan Stanley Backs Out of Bias Suit
Affirmative problem in choice of law school dean
Battle Over Expected to Expand Reconsidering Race
Will Affirmative Action Pass the Test?
Affirmative action debate

At Issue in 'Exxon' Case: How Decisive Is Stare Decisis?

2. - Jurisdiction

Cases: International Shoe - Yahoo - Cudahy - Upjohn - United Paperworkers

Topical issues:

Kuwait Contractor Fights $4.9 Million Ga. Judgment on Jurisdictional Grounds
Ex-Tyco Executives Contest Use of Findings From Internal Probe
Top court upholds solicitor-client privilege
Linklaters Hit With $55 Million Negligence Claim
N.Y. Appellate Court Rejects Breach of Duty Claim Against Wilson Elser
Law firm can be sued for fraud on client's creditors
Law Firm's Damages Claim Against Chase Can Proceed
IBM in case illustrating judicial procedure

3. - Criminal law

Cases: Mills - Rojas - Falcone - Morissette - Park

Topical issues:

Death penalty
Stop Ga. Death Penalty Until Problems Solved, Report SaysSupreme Court Allows Challenges to Lethal InjectionsSupreme Court Upholds Arizona Insanity LawAlito Breaks Tie to Uphold Kansas Death Penalty Law

Civil liberties
3 strikes law stricken down by Supreme Court
9th Circuit Judge Bucks Three Strikes Rules
'Miranda' Violation Voids Conviction

Supreme Court Invalidates Guantanamo Detainee Tribunals
ABA Demands Legal Rights for Enemy Combatants
Michael Chertoff's Closing Argument
Terrorism's hard case
Caught in the Balance

Free speech
Comedian Leno Sued for 'Sperm Donor' Joke
Federal Judge: Calif. Billboard Law Limits Free Speech
N.Y. Appellate Court Rejects Suit Over Leno's Mocking Display of PhotoFederal Judge Strikes Down Pledge and Anthem Law
Supreme Court Won't Hear Nike Free Speech Case
Supreme Court Will Take Up Nike's Free Speech Rights
States May Outlaw Cross Burning, Supreme Court Rules

Former Student Sues Over Revealing Yearbook Photo
Pot Advocates Notch California Supreme Court Win
Public Schools and Drug Testing

Law and morals
Feds Seek Google Records in Porn Probe
Judge Criticized for Granting Probation on Basis of Sex Offender's Short Stature
At 3rd Circuit, Topless Bar Topples Lewdness Law
Courthouse Personnel Testify to Judge's Use of Devices During Trial, but None Sexual
Court Upholds 10-Year Term for Oral Sex Between Teens
N.Y. High Court Ends Same-Sex Marriage Fight
9th Circuit Panel: Overseas Sex With Minor Subject to Regulation
8th Circuit: Ban on Sexy Highway Billboards Is Unconstitutional
3rd Circuit Again Declares COPA Unconstitutional
9th Circuit: Feds Can't Try Child Porn
U.S. Supreme Court Strikes Down Law Banning Gay Sex
Consenting Adults
Scalia Lashes 'Law-Profession Culture'

4. - Torts

Lester - Eckenrode - Hooper - MacPherson - Palsgraff - Spano

Topical issues:

Philadelphia Jury Awards $25.2 Million in Asbestos Case
Case Nets $10.3 Million Verdict
Plaintiffs Win $10M in Punitives

Federal Judge Rules Tobacco Firms Deceived Smokers and Violated Racketeering Laws
Ill. Supreme Court Won't Reconsider Decision to Toss $10 Billion Cigarette Verdict
Tobacco Victory: Beginning of the End?
Reversal of $145 Billion Punitives Verdict for Fla. Smokers Upheld
Tobacco case

Medical malpractice
Study: Four out of 10 Medical Malpractice Cases Are Groundless
Ohio Justices Rule That Parents Can Sue Doctors for Overlooked Genetic Disorders
Web Site Encourages Blacklist of Med-Mal Plaintiffs

Ford Spared Liability for Defect in Retrofitted Truck Rear Bumper
Judge Gives Final OK to $1.075 Billion Exxon Settlement
Testimony on Lost Wages OK'd in Fatal Accident Case
Plaintiffs Seek $2 Billion in Massive Toxic Tort Suit Against Ford
Supreme Court Will Hear Case on High Punitive Damages
Judge Finds Three Minutes of Suffering in Fatal Fire Does Not Equal $3M in Damages
Suit Against Infants' Tylenol Gets $5 Million Verdict
N.J. Court Overturns $105M Verdict Against Stadium Beer Vendor

Courts Warm Up to Pet Owners' Suits
Judge Rejects Part of Family's Claims in $1.6M Suit Over Dog's Death
Bid to Create New Tort Over Pets Fails, For Now

Woody Allen Sues Clothing Maker for $10 Million Over N.Y. Billboard
Casino player parlays nickel into $875,000?
The $710 Million QuestionInsurer Has No Duty to Defend Heroin Dealer in Overdose Case
3rd Circuit Rules Fitness Test for Police Force Applicants Legal
Landmark Case Puts Man on Trial for Death of Drunken Friend
Calif. Supreme Court Rules Intel Can't Stop E-Mail With Trespass Law

5. - Administrative Law

Dole - Morton - Donovan

Topical issues
N.Y. Judges Allow Illegals to Maintain Claims for Lost Earnings
FCC Eases Media Ownership RulesDOJ, SEC Square Off Over Antitrust Actions


1. - Introduction

Woolley- Munple - Linder - Marvin

Topical issues:
Bonds Ball Fight: 'Rules of Society'
DirectTV suing consumer pirates
At-Will Doctrine Is Not Applied to Associate's Suit Against Firm
Calif. High Court: No Mystery to Employee's 'At Will' Contract

2. - The Agreement

Lucy - Lefkowitz - Dataserv - Hobbs

Topical issues:
Web Site Enjoined From Posting Confidential Documents Wikileaks.org allows whistleblowers to anonymously post government and corporate documents
New Front in University's War Over Whistleblowing

3. - Consent

Vokes - Reed - Hodge - Konic - Gastonia

Topical issues:
Calif. Supreme Court: Ballplayer Can't Sue for Bean BallPanel Rules Hurt Olympic Skater Assumed 'Inherent Risk' of SportSports Fans, Take Heart, It's Still Legal to Heckle the RefMedical consent case costs doctors $9.7MExpectations Clash in Dating Service Lawsuits

4. - Form

Wilson - Kozloswki - Miller - Gerwin

Topical issues:
For want of a signature, $ 500,000 lost

5. - Consideration

DiCello - Denney - Burgess - Red Owl -

Topical issues:
Non-Reliance Pacts Don't Foreclose Reliance Claims Under Securities Act

6. - Legality

Bates - Bovard - Mattis - Casper -

Topical issues:
Compressed Data; Online Bets Are Becoming Harder to Collect

7. - Third parties

Flattery - Kornblut - Nolan -Rose

8. - Discharge of obligations

Salve - Haven - Yates - Madison Square Building Boxing

Topical issues
Insurer's obligation to defend over computer damage
WTC Insurance Dispute Becoming Increasingly Complex

9. - Remedies

Wendt - Austin - Shirley -Carnera

Topical issues:
No Punitive Damages When Liability Is Unclear
ChevronTexaco Subsidiary Hit With $33.8M Punitive Damages Verdict
Insuring for Punitive Damages Doesn't Violate Public Policy
Juror Anger Leads to Larger Punitive Awards
ExxonMobil Wins $416.8M Jury Verdict
High Court Puts the Brakes on Large Punitive Damage Awards
California Justices Give Lawyers a Pass on Punitives


1. - Agency

1.1. - Introduction

Pro Golf - Reyes - Chester - Wolfe

1.2. - Agency liabilities

Kanavos - Simmons - O'Boyle - Detroit Pure Milk

2. - Partnership

Uniform legislation:
Uniform Partnership Act-Full Text
Uniform Limited Partnership Act-Full Text

2.1. - Formation

Chaiken - Herbst - Stein - Zinke

2.2. - Operation and termination

Gilroy - Mitchell Garett - Alzado

3. - Corporations

3.1. - Formation

Bellotti - Jai-Alai - RKO - Stanley - Cranson

3.2. - Corporate finance

U.S. Steel - Henry Ford - Wanland - Weller

3.3. - Corporate powers

Cross - Pillsbury - Farber - Speigel

3.4. - Securities regulation

Reves - World-Wide Coin Investments - Dirks - Levinson

Topical issues:

Insider trading
SEC Dealt Blow in Key Insider Trading Case

L'affaire Enron et les relations entre le droit, la morale et l'éthique

Coke Settles Fraud Suit for $137.5 Million
Apple to Settle Backdating Case for $14 Million
Will More Lawyers Be Indicted Over Alleged Ernst & Young Tax Shelter Fraud?
Tax Shelter Case That Snared Former Arnold & Porter Partner Not Done Yet
Bank of America in $4.5 Billion Auction-Rate Settlement
$300M Stock Manipulation Suit
Martha Stewart, Adviser Indicted
Fraud Claims Proceed Against Deloitte Touche
Feds Arrest Former GC of U.S. Wireless
Massachusetts Charges Credit Suisse Boston

3.5. - Evolutions of the corporation

American Leasing Corp. - Judas Priest - D. H. Holmes Co.

3.6. - Abuse of monoply power

Dupont- Aluminum Company of America - Eastman Kodak

4. - Law and ethics

Seaman's - Union Pacific - Pierce - Soldano

Topical issues:

Social issues and lawyers:
Gay Rights a Personal Issue for High Court Advocate
Despite '93 Report, Substance Abuse Persists at Law Schools

Women in the legal profession:
Women General Counsels
Law's Not Like the Sports World
Cracks in the Ceiling

Original sources of law

US Historical Documents

Supreme Court

Supreme Court High current highlights

How 'Right' Is the Supreme Court?

Legal Expression

High Definition
Legal Writing Success - Test Your Legal Writing
Making Your Point: Exaggerations, Disparagements and OtherIntensifiers
On good legal writing
Speech Lessons From Obama

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