General Course Descriptions for Terms: tax


731 - Constitutional Law I

This class is an introduction to the basic constitutional structure of government in the United States. We will study this through a historical-legal analysis of how various actors have understood and interpreted constitutional questions about the allocation of power and authority in the United States. Important to our study will be an appreciation of the roles of different American institutions, as well as the different interpretive approaches that individuals have taken in reading the Constitution, and how these have all changed (or not changed) over time. By the end of this course, students should: - Understand the basic structure of government set up by the Constitution, especially the separation of federal powers and the relationship of federal and state power in our system of federalism - Understand basic concepts involved in elaborating the details of the constitutional allocation of power, including the role of the federal courts and judicial review, the difference between law and policy, the doctrine of enumerated powers, and the nature of executive power - Understand the scope of some specific enumerated powers (taxing and spending, and commerce clause) as well as how this has changed over time, and why - Understand some of the prominent methodologies of constitutional interpretation, especially originalism, textualism and the living constitution, and why they would impact the results in individual cases. - Understand the interaction of constitutional law with historical events, government policy and public opinion. - Appreciate how and why our understanding of the Constitution seems to change over time.



742 - Taxation I



771 - Estate & Gift Tax



772 - Use of Trusts in Estate Planning

This course studies the use of Trusts from the perspective of both the drafting attorney and the Trustee who administers a Trust. We will analyze hypothetical estate planning situations, explore issues that frequently arise in the administration of Trusts, and discuss drafting solutions to address such issues. We will also study the role of a Trustee as a fiduciary and conflicts attorneys may face when representing settlors, fiduciaries and beneficiaries. Limit: 18 students; T&E I required. Learning Outcomes – By the end of this course, students should: 1. Understand the purposes, advantages and disadvantages of basic Trusts in estate planning. 2. Possess a general understanding of how income, estate and gift tax impact Trust drafting. 3. Understand how Trusts interact with other estate planning documents. 4. Understand the duties and powers of a Trustee. 5. Identify and analyze ambiguities in Trust language. 6. Identify how to modify or terminate a Trust.



840 - Taxation II



868 - State & Local Taxation



870 - International Tax



940 - Taxation of Mergers & Acquisitions



953 - SP Bus. Orgs: Advising Private Business Owners

The course focuses on the role of the lawyer as an advisor to closely held businesses and their owners. Numerous simulated case studies are used to expose the student to a broad range of planning issues. Different types of closely held businesses are analyzed, compared and contrasted in case studies that raise important issues in co-ownership planning, enterprise funding, owner and key employee compensation, business sale and business transition planning. Drafting considerations are also are reviewed. The text used contains the case studies and related problems, as well as resource materials which provide students with background information required to evaluate and develop solutions for the problems. Each student will be assigned two of the case study problems and will be required to participate in a role play exercise with the instructor with respect to each problem (with the student playing the role of lawyer). Other case study problems will be the subject of class discussion. The role play exercises are intended to be learning exercises and, accordingly, are graded on a pass/fail basis. There will be a final exam. (Note: the foregoing course management and grading approaches have been changed since it was last offered in 2016.) Prerequisites: Business Organizations I and Taxation I (or equivalent undergraduate or graduate level basic income tax course). The Professor will consider individual student requests to waive the tax course prerequisite based upon relevant work experience or outside reading (contact: michael.gehl@gmail.com). By the end of the course, students should be able to: -Identify and prioritize client strategic business and tax objectives. -Know how to communicate with clients to (1) elicit information necessary to identify and prioritize client objectives and (2) advise clients regarding choice and implementation of strategic planning options. By the end of the course the student should acquire the following substantive knowledge: -Which types of business entities are best suited to address different client situations and objectives -Different types of financing used to capitalize private businesses and the tax and non-tax advantages and disadvantages of each type of financing -How businesses are bought and sold, including different deal structures and tax effects -Key elements of executive employment agreements -How deferred compensation and stock-based compensation work -Key issues in family business transition planning, including transfer of control and tax minimization