Master of Legal Studies Online Program Curriculum

This 2-credit course provides students with an introduction to the law and the legal process of the United States. Students will explore the structure and content of U.S. law and legal institutions, the U.S. Constitution, federalism, separation of powers, the role of precedent in common law and the theory and practice of the adversary system of justice. The course is structured to also offer an overview of substantive areas of the law that will form the basis of other courses, namely constitutional law, administrative law, contract law, tort law and criminal law.

This course starts with material to familiarize students with legal analysis and communication and the ethical rules that govern legal professionals. It then focuses on practical scenarios to strengthen the students’ skills to respond to and manage complex legal and ethical crises. Students will be exposed to fact patterns in areas such as supply chain management (e.g. anti-corruption, employment discrimination and child labor), anti-money laundering and fraud (including whistleblowing and retaliation), cybersecurity breaches, and environmental compliance. The objective of the course is to assist students in understanding the intersection of law and ethics to foster responsible leadership.

The law of contract is critical to commercial and other transactions, and non-legal professionals who understand it have a competitive edge. This course introduces students to the fundamental principles of contract law, including the basic elements of valid contracts, breaches, enforcement and remedies. The theory is accompanied by hands-on experience. Students will review and analyze real-life contracts to understand contract structure, risk allocation and enforceability. They will also engage in contract drafting exercises. Through these activities, students will sharpen their contract interpretation skills, understand how to use incentives to achieve better contractual terms and appreciate how clear language minimizes litigation risks.

This course introduces students to the law applicable to contemporary forms of business enterprise: the general partnership, the limited partnership, the limited liability partnership (LLP), the limited liability company (LLC) and the corporation. It will chart the lifecycle of business associations: from organization, formation and capitalization, to mergers and acquisitions, to dissolution or liquidation. Students will understand investors’ personal liability versus limited liability, and the role of fiduciary duties, particularly in corporate governance. The course will also present the theory and practice of management. Through case studies, students will explore strategic planning and productivity, controlling functions and core notions of human resources law.

Every industry is subject to a degree of regulation and it is critical that students strengthen their abilities to operate in a legal and compliant manner. This course will explore the so-called “regulatory state” by analyzing three substantive areas that cut across the vast majority of industries: antitrust, privacy and federal tax. Students will learn the legislative process and statutory interpretation, the structure and constitutional position of administrative agencies, the basic forms of agency action—especially rulemaking—and judicial review of agency action.

This course provides a comprehensive view of risk by introducing fundamental risk management approaches and tools used to identify, assess and manage all types of internal and external risks. Students will develop foundational understanding of key risk and compliance related functions and examine industry best practices for measuring risk, assessing potential threats, addressing threat events and linking risk management to organizational strategy and execution. This course will include an introduction to enterprise risk analytics and the tools useful in managing risk and compliance within an organization, such as automated reporting, machine learning and artificial intelligence.

This course builds upon what students have learned in Foundations of Regulatory Law and develops more in-depth familiarity with various regulatory and legal environments necessary to understand and develop an effective enterprise compliance approach. In this class, students will review the current compliance landscape with emphasis on the U.S. regulatory requirements. Statutory, regulatory and case law materials in various industries will be central to examining U.S. compliance expectations and trends, particularly relative to DOJ and SEC expectations for corporate compliance programs. Relevant managerial artifacts, case studies, regulatory guidance and industry insights will demonstrate key concepts.

A strategic approach to compliance is required in today’s business environment. This course presents holistic principles of corporate governance and risk management to establish the importance of integrating compliance into organizational strategy and culture. Students will identify foundational components of a compliance program, understand the dynamic amongst various institutional stakeholders, and explore best practices around continuous improvement, response and prevention, and control monitoring/testing. The objective of this course is to synthesize key compliance elements so that students develop a strategic approach to building and managing compliance programs.

Students will choose two courses from the following options:

• Cybersecurity and Privacy (2 Credits)
  This course provides an overview of cyber- and privacy-related risks, including the laws and regulations that apply to the rapidly changing landscape of cybersecurity and privacy. Students will explore the impacts of security breaches, data privacy vulnerabilities and considerations of the nature of cyber-crime and common strategies used to manage privacy, cyber and information security risk. By the end of the course, students will be able to develop their own cybersecurity and privacy risk assessment and management approaches.
• Dispute Resolution (2 credits)
  This course introduces students to the concepts and practice of litigation and alternative dispute resolution (ADR). Students will develop an understanding of the differences between these different modes of dispute resolution and will assess them from the perspective of the parties, the lawyers and the adjudicators. Through a series of hands-on activities, students will engage in some form of negotiation, mediation and arbitration. Students will also be exposed to innovative dispute resolutions modalities, such as online dispute resolution (ODR).
• Project Finance Basics (2 credits)
  This course introduces legal, financial, and policy considerations at play in domestic and international infrastructure projects. Particular focus will be placed on structuring and financing project investments, and the course will provide a general overview of the legal and regulatory environment for project financing, such as geo-political risk management and the presence of treaties, conventions and other relevant law. Students will work through the structure, documentation and negotiation of a typical project finance transaction.

This course presents an overview of the laws, rules, and regulations relevant to traditional consumer financial products and services, including Dodd-Frank, the Consumer Financial Protection Act, Equal Credit Opportunity, Community Reinvestment Acts, Truth in Lending and various federal and state laws. Products and services introduced in class will include revolving and non-revolving credit facilities, mortgage financing, payment cards, electronic payments, deposit products and other consumer lending products. By the end of the course, students will have a foundational understanding of consumer financial products and the regulations under which they are governed.

This course provides students an overview of the banking industry in the U.S., including the history of bank regulation going back to the 1863 National Bank Act, bank examination and supervision structures, a survey of public policies influencing financial regulation and causes of bank failures. Students will learn about the role of regulators, such as the Federal Reserve, Office of the Comptroller of the Currency, Federal Deposit Insurance Corporation and state banking agencies. With the help of factual scenarios, the course will also introduce fundamental banking concepts, such as safety and soundness, capital adequacy and bank enforcement actions.

This course concerns financial-instrument markets and their regulation. It focuses on the secondary market for public-company stock (namely, the New York Stock Exchange, NASDAQ and the wide variety of off-exchange trading platforms in existence today). These markets perform important social functions: providing liquidity for investors and incorporating information into prices, which in turn serve as vital guides to real economic activity. The effectiveness with which these markets perform these functions and their costs of operation are determined in significant part by the rules governing exchanges, broker-dealers and market makers. The course will begin with a consideration of major domestic capital market institutions. It will then address the economic theory that explains how these markets operate and the incentives that motivate their various players. This part of the course focuses on market-microstructure and finance theory. These beginning segments lay the groundwork for a more informed discussion of the substantive law that governs the markets, which takes place during the second half of the course. In that second half, regulatory areas to be considered include the rules relating to (1) transparency: who knows (and when) the prices at which securities are being offered and sold (the “bid” and “ask” quotes) and the prices at which actual trades occurred (transaction data), (2) brokers duties with respect to execution of customer orders, (3) dealer rules for transacting directly with retail customers, (4) trading system alternatives to the NYSE and NASDAQ, (5) trader behavior including manipulation and short selling. The course, with its focus on persons who operate or trade in these capital markets as well as the market structure itself, is different from Securities Regulation, which is devoted primarily to the regulation of the behavior of the firms that issue securities and their agents. The course will be an important building block for students who plan on pursuing a career in financial-services and related industries.

Students will choose two courses from the following options:

• Cybersecurity and Privacy (2 Credits)
  This course provides an overview of cyber- and privacy-related risks, including the laws and regulations that apply to the rapidly changing landscape of cybersecurity and privacy. Students will explore the impacts of security breaches, data privacy vulnerabilities and considerations of the nature of cyber-crime and common strategies used to manage privacy, cyber and information security risk. By the end of the course, students will be able to develop their own cybersecurity and privacy risk assessment and management approaches.
• Dispute Resolution (2 credits)
  This course introduces students to the concepts and practice of litigation and alternative dispute resolution (ADR). Students will develop an understanding of the differences between these different modes of dispute resolution and will assess them from the perspective of the parties, the lawyers and the adjudicators. Through a series of hands-on activities, students will engage in some form of negotiation, mediation and arbitration. Students will also be exposed to innovative dispute resolutions modalities, such as online dispute resolution (ODR).
• Project Finance Basics (2 credits)
  This course introduces legal, financial, and policy considerations at play in domestic and international infrastructure projects. Particular focus will be placed on structuring and financing project investments, and the course will provide a general overview of the legal and regulatory environment for project financing, such as geo-political risk management and the presence of treaties, conventions and other relevant law. Students will work through the structure, documentation and negotiation of a typical project finance transaction.