The Transactional Practice Center was created during the 2004-2005 academic year to advance the training of transactional lawyers. Through the Center transactional practice courses have been created, staffed and taught to law students, and a Certificate Program has been created for students who wish to concentrate their studies on that area of the law. Since the fall semester of 2005 the Texas Journal of Business Law has been housed at the Center.
A primary focus of the Transactional Practice Center is to create and teach a core curriculum for the training of law students to become business lawyers. The Center is pursuing that mission through three educational activities. First, it offers a series of upper division electives, including the capstone courses, that teach a core set of skills in a variety of business simulation exercises, including a corporate leveraged buyout, an international joint venture and a commercial real estate transaction. Second, it offers an academic perspective on issues found in the practice of transactional law, including professional ethics. Third, it has developed a Certificate Program, which is a multi-course sequencing of classes that allow students to develop a transactional practice concentration. The Center also provides outreach to the larger community in numerous activities. It will offer training and continuing legal education events on transactional practice, both nationally and internationally. Through a vigorous national Board of Advisors it will involve, and utilize the skills and knowledge of, the practicing bar both for curriculum development and training programs. It will explore collaborations with other institutions in recognition of the increasingly interdisciplinary nature of transaction practice.
The Capstone Courses
- Designed to complete a student’s formal study of transactional practice, the first capstone course was created and taught by Professor and Center Director David East in the spring of 1999, and at least one section of such a course has been taught every fall and spring semester since then. Currently there are three problem models, each created with help and advice from transactional attorneys, which take students through the structure and documentation of typical business transactions.
- Transaction Skills – Corporate was the first course created by Professor East and is taught every fall and spring semester as a simulation of a management leveraged buyout of a closely-held corporation. Students learn how such a transaction could be structured and then study and draft documents for a reverse triangular merger form of the transaction.
- Transaction Skills – Real Estate was first taught in the 2004-2005 academic year and has been taught every fall and spring semester since then as a simulated acquisition of a parcel of commercial real estate. It was created by Professor East in collaboration with Adjunct Professor Carl Moerer, who team taught the course in 2004 and 2005. Since 2006 the course has been taught by Adjunct Professor Allan Boss.
- Transaction Skills – International Business was created and first taught in the spring semester of 2006 by Professor Cherie Taylor and Adjunct Professor Irene Kosturakis using the course model developed by Professor East. The problem model is a simulated international joint venture between a Texas corporation and a foreign company and involves the licensing of intellectual property, manufacture of a product and an agreement to sell the product into the European Union common market.
- Course coverage
All these problem models require students to master the structure of the transaction and understand how the transaction is financed with borrowed funds. Instead of a final exam students turn in notebooks containing annotated drafts of five or six key documents for the particular transaction they have studied. Each course also devotes two hours to a video presentation on possible conflicts of interest and related ethical issues frequently encountered in a transactional setting. All courses require students to prepare and submit an annotated third-party attorney opinion letter covering especially the financing aspects of the transaction.
The Texas Journal of Business Law
The Transactional Practice Center is also engaged in developing the law and contributing to the body of legal scholarship surrounding transaction practice. It houses the Texas Journal of Business Law, an official publication of the Business Law Section of the State Bar of Texas. Students at Houston College of Law College of Law assist in editing and production of the Journal.
© 2009 SOUTH TEXAS COLLEGE OF LAW
Transaction Practice Center