Second Teaching and Research Trip, Tingting Shi, May 2001
American Securities Regulation
Ting-Ting Shi The Law School of Renmin University of China Beijing, China
Spring 2001
Course Syllabus
This is a short course, which lasts for 18 hours. The purpose of the course is to give students an overview of the U.S. securities regulation, and a foundation for understanding the underlying philosophy, as well as a practitioner's view of conducting securities transactions in the U. S. This is an advanced class, and it is expected that students already have some understanding of the basic concepts of the U.S. securities regulations.
Class Time: 9:30am to 11:30am every Monday to Wednesday, except the first week, when classes will be held on Wednesday, May 23rd through May 25th.
Office Hours: To be scheduled. You can also see me just before or after class to schedule a mutually convenient time for an appointment. Students are encouraged to come to the office hours to ask questions.
Lunch: If you and at least one other student want to share lunch with me, please let me know at least a day in advance and we can put our schedules together.
Reading Materials
Securities Regulation, Cases and Materials, Second Edition, James D. Cox, Robert W. Hillman & Donald C. Langevoort, Aspen Law & Business Foundation Press, 1997 (hereinafter, "COX")
Corporate Finance and the Securities Laws, Second Edition, Charles J. Johnson, Jr. & Joseph McLaughlin. Aspen Law & Business, 1997 (hereinafter "JOHNSON")
Securities Regulations in a Nutshell (Informational reading for those students who did not take Bo Li's class)
Miscellaneous Materials
Course Plan and Reading List
May 23: Overview of the Legal and Institutional Framework of Securities Regulation Johnson, pp. 1-37 (top)
May 24: Syndicate Procedures and Underwriting Documents Miscellaneous Material: Outline: Underwriters and the Underwriting Process
May 25: International Securities Offerings Miscellaneous Material: Outline: Global Offerings
May 28: Exempt Transactions Johnson: Chapter 7
May 29: Liability and Due Diligence Johnson: Chapter 5
May 30: Corporate Takeovers Cox: pp 863-922
June 4: The Enforcement of Securities Laws Cox: pp 923 - 958; 968 - 977; 1001-1022; 1033-1069
June 5: Regulation of Markets & Brokers Johnson: Chapter 4
June 6: Venture Capital
Investment: Legal Framework Miscellaneous material: 1) Article: Private Equity
Investing: Legal, Financial & Strategic Techniques for Successful Investing;
2) Venture Fund Terms Summary; 3) Form of Subscription Documents