COURSE DESCRIPTION 2012 2013

U.S. Commercial Paper and Payment Systems

Prof. Stephen Michael McJohn,

2 credits day; 2 credits evening.

This course provides extensive coverage of post-revision Articles 3, 4, and 4A of the Uniform Commercial Code. Coverage of related areas such as law of credit cards, electronic funds transfers, Federal Reserve Board Regulations CC and J, and Internet payment systems is provided through cases and problems. Electronic payment system including the UNCITRAL draft model law on electronic funds transfers will be explored. Restricted to International LLM Students.

Elective Course

U.S. Federal Securities Regulation

Prof. Jeffrey Lipshaw,

2 credits day; 2 credits evening.

This course is an overview of United States federal securities regulation. We will begin with a discussion of the nature of the federal securities regulatory policy as disclosure rather than merit based, and the relationship of federal securities regulation to state corporate law (such as Delaware law). We will then explore two key concepts underlying the securities laws: the "materiality" of representations or omissions, and the definition of "security." As to the Securities Act of 1933, which governs primary offering of securities to the public, we will use hypothetical problems as a means of understanding the complex scheme of statutory provisions and administrative regulations that control the offering and sale of securities as well as all information relating to those securities. We will also study the provisions of the '33 Act governing civil liability arising out of primary offerings, as well as exempt, secondary, and control person transactions. We will conclude with a review of the key components of the Securities Exchange Act of 1934, which governs trading in the public markets, anti-fraud litigation, insider trading, and public company reporting obligations. Although the basic rules generally apply equally to foreign issuers registering in the United States, we will touch on some of the key differences. Method of Examination: Grades will be based on a final take-home examination. Budapest, Hungary

Elective Course