2016-17 Course Descriptions

Please see the GPLLM Faculty page for more details about the course instructors. 
 
See also past timetables:

Mandatory Core Course

Law and Business in a Global Economy - Prof. Michael Trebilcock, Prof. Mariana Mota Prado, Prof. David Schneiderman, Prof. Audrey Macklin, Prof. Mohammad Fadel, Norman Letalik

12 Weeks - Wednesdays - 6pm – 9pm

Globalization raises questions of justice, democracy and efficiency and poses new regulatory challenges in a wide range of areas from trade and investment to migration and border control, labour market regulation to human rights and the environment.  This foundational, prerequisite course is designed to explore two interrelated issues:  first, the role of law in global economic, political and cultural integration, and second, the effect of global transformations on legal rules, processes, and institutions, whether domestic, international or transnational.  These issues will shed light on transactional, litigation and regulatory challenges faced by businesses and their legal advisors in a global economy - both those in Canada and those operating internationally. 

The course will be divided into five major modules:  first, a description of various trends depicting the nature and extent of economic globalization via trade and investment and the impact of these trends on transnational business law practice; second, debates about the economic, political, social and cultural impacts of globalization; third, basic legal issues that arise in structuring international commercial contracts; fourth, basic rules governing international trade in goods and services; fifth, basic international rules governing foreign direct investment.  The course will conclude with a brief discussion of the implications for international business transactions and legal advisors to parties to these transactions of the recent global financial crisis and regulatory and responses thereto.

Accredited CPD3 Professionalism Hours

Evening Core Courses

Students must choose one from each pair of evening core courses:

Pair A

Comparative Corporate Governance - David Conklin

11 Weeks - Wednesdays - 6pm – 9pm

Focused on corporate governance in different jurisdictions around the world, this course will introduce the concept of corporate governance, describe how relevant institutions vary across jurisdictions, and consider how corporate governance institutions affect micro- and macroeconomic performance.  With a particular focus on Canada, the United States, the United Kingdom, and the European Union (especially France and Germany), students will address specific topics including the role of the director, the BCE case, and the impact of common vs. civil law on corporate governance rules.

OR

Anti-Corruption Law: International, Domestic and Practical - Prof. Mariana Prado

11 Weeks - Wednesdays - 6pm – 9pm

This course will start by examining the historical, political, economic and social consequences of corruption. Then, it will analyze the international prevention and enforcement standards, specifically the UN Convention against Corruption and the OECD Convention against Bribery of Foreign Officials. The course will then move to domestic legislation, comparing and contrasting the laws of US, UK and Canada for the control and regulation of corruption. More specifically, students will learn about (a) the elements of corruption as a crime and the investigation, prosecution and sanctioning of persons convicted of corruption offences; (b) preventive measures through regulation of the public sector, including laws and policies dealing with conflict of interest, lobbying, public procurement and whistleblower protection; and (c) the role of the lawyer in advising corporate clients with respect to corruption risk assessment in the client’s area of business, development of internal anti-corruption policies and implementation of due diligence standards and practices. 

Canadian Administrative Law - David Goodis

11 Weeks - Wednesdays - 6pm – 9pm

Administrative law regulates the ways in which government operates, establishing rules and limits that apply not only to the operations of the Crown, Cabinets, Ministers, government departments, and municipal corporations but also to the various administrative tribunals and agencies deployed by governments for the carrying out of governmental functions of all kinds. This course will focus on the circumstances under which government decision-makers are subject to an obligation of procedural fairness, the content of that obligation, the extent to which decisions are subject to judicial review and the principles and standards involved, and the remedial framework within which courts exercise their powers, including monetary compensation for wrongful administrative action.

Pair B

Securities Regulation and Corporate Finance - Adam Givertz, Andrew Gary

11 Weeks - Wednesdays - 6pm – 9pm 

This course examines the regulation of Canadian capital markets and the principal legal issues related to corporate finance, focusing on topics such as: equity and debt financings, public offerings, exempt distributions, continuous disclosure obligations, insider trading and enforcement issues, corporate restructuring, venture capital, efficient market theory, the role of lawyers versus investment bankers, and valuation. A further focus of the course is to understand securities regulation from a global and comparative perspective, particularly looking at the regimes of the United States, United Kingdom, and European Union.

OR

Canadian Constitutional Law - Candice Telfer, Michael Doi

11 Weeks - Wednesdays - 6pm – 9pm

This course addresses the nature and sources of the Constitution, the distribution of legislative powers, principles of interpretation, specific powers (including property and civil rights, trade and commerce, peace, order and good government, and criminal law), and the rights and freedoms outlined in the Canadian Constitution, including freedom of expression, freedom of conscience and religion, life, liberty and security of the person, equality rights, language rights, and Aboriginal rights.

 

Pair C

Mergers and Acquisitions - Patricia Koval

11 Weeks - Wednesdays - 6pm – 9pm

The purpose of this course is to examine in detail the principal legal issues and considerations involved in key M&A transactions for substantial private or public corporations - including cross-border deals. The topics to be considered include: share attributes and other organizational elements of corporate entities; mergers, acquisitions, amalgamations, reorganizations and other 'fundamental changes'.  The course will touch on conflict of laws (or private international law) issues.  The focus will be on learning through real cases or examples - in-depth examination of one or more cross-border M&A transactions from start to finish will showcase Canadian and foreign law, cultural differences in terms of business practices and legal culture, and negotiations skills involved in major corporate transactions.

OR

Canadian Criminal Law* - Scott Bergman, Megan Schwartzentruber

11 Weeks - Wednesdays - 6pm – 9pm

This course will examine essential aspects of criminal law, including sources and types of offences, elements of offences and particular issues such as intention, knowledge, consent, causation, and omissions. Other topics to be addressed will include extensions of criminal liability such as aiding and abetting, counselling, attempts and corporate liability, and defences such as mental disorder, intoxication, necessity, duress, provocation and entrapment. Finally, the course will consider issues relating to the criminal justice process, sentencing and appeals.

*These courses have been designed to meet the National Committee on Accreditation's requirements for internationally trained lawyers.

Three Day Weekend Core Courses

Students must choose one from each pair of three day weekend core courses:

Pair A

Canadian and Cross-Border Issues in Corporate Tax - Prof. Ben Alarie

3 Days - (Friday - Sunday)

This course addresses the central features of Canada's corporate income taxation regime, with a focus on the relevant major structural elements of the Income Tax Act and the broader international taxation context.  After first addressing the most important structural elements of corporate income tax from a purely domestic perspective, attention shifts to relevant cross-border issues addressed through the Canada-US income tax treaty and the OECD model treaty.  The course will also address structures involving conduit entities, which implicate three (or more) tax jurisdictions.   The objective of the course is to familiarize students with the complex, multi-jurisdictional legal environment in which corporations that are active internationally operate.  In addition, the course will examine how such global companies optimize their operations with respect to tax mitigation and operational efficacy, principally from the perspective of Canadian business.

OR

Foundations of Canadian Law* - Senwung Luk

3 Days - (Friday - Sunday)

The purpose of this course is to provide students with an introduction to and overview of Canada's legal system and the role of law in Canadian society.  Topics considered will include the overarching legal framework, sources of legal authority, separation of powers, the role of international law, the nature and function of common law reasoning and judicial review, and selected issues relating to law and Aboriginal peoples.

Pair B

International Dispute Resolution - Brian Casey

3 Days - (Friday - Sunday)

The course aims at providing students with essential skills and knowledge to manage or avoid commercial and economic disputes and, if necessary, engage in the process of resolving such disputes through commercial arbitration or other forms of dispute resolution. The course will also enable students to understand the structure of cross-border contracts with a view towards limiting exposure to possible disputes.  Through practical exercises, the course focuses on techniques in negotiating and drafting domestic and international contracts, and dispute resolution through mediation and negotiation.

OR

Professional Responsibility* - Kim Snell

3 Days - (Friday - Sunday)

This course examines the fundamental concepts of professional responsibility for members of the Canadian legal profession. While the regulation of lawyers in Canada is a matter of provincial jurisdiction, the course will use as national models the Federation of Law Societies of Canada’s Model Code of Professional Conduct and the Canadian Bar Association’s Code of Professional Conduct, which function as the national standards for professional legal conduct in Canada.Topics covered will include the legal landscape in Canada, the conduct and responsibilities of lawyers within that landscape, and how to identify and address professional issues that arise in practice. 

*These courses have been designed to meet the National Committee on Accreditation's requirements for internationally trained lawyers.

Two Day Weekend Elective Courses

Students must choose three of the following two day weekend elective courses:

Law and Policy of Public Private Partnerships - Chris Bennett, Catherine Doyle and Candy Saga

2 Days - 9:00am - 5pm (Saturday and Sunday)

Canadian governments at all levels have built billions of dollars of hospitals, prisons, roads, courthouses and other public assets and services using a new model of private sector involvement: the public private partnership or P3.  With thousands of pages of contracts, these transactions have generated business for lawyers and value for money for taxpayers.  This course offers a detailed study of the law and policy of P3s, including the specialized contractual, financial and regulatory issues they raise.  The course will include a review of the standard risk transfer in a P3 and in the drop down agreements with major contractors as well as the key elements of project finance and the crucial role played by lenders.  We will review the current trends in P3s, including new asset classes, the challenge with municipalities and bank/bond financing and other responses to the global credit crisis.  Participants will have an opportunity to practice their skills in a hands-on negotiation session. 

International Insolvency Law - Bruce Leonard, David Ward

2 Days - 9:00am - 5pm (Saturday and Sunday)

Major restructuring cases these days commonly have an international dimension, with proceedings taking place in more than one jurisdiction.  Nortel and Lehman Brothers are two prominent recent examples. International insolvency proceedings frequently raise choice of law issues; jurisdictional questions, including the recognition and enforcement of foreign insolvency proceedings; and procedural challenges, including the need for co-operation between courts in the case of concurrent proceedings in two or more jurisdictions. This course will examine key issues under each of these three headings, using case studies as the basis for class discussion. Particular attention will be given to the UNCITRAL Model Law on Cross-border Insolvencies, as embodied in Part IV of the Canadian Companies' Creditors Arrangement Act and Chapter 15 of the United States Bankruptcy Code. 

Economic and Social Regulation and Competition Law - Prof. Ed Iacobucci, Prof. Michael Trebilcock

2 Days - 9:00am - 5pm (Saturday and Sunday)

The first half of the course will be devoted to an examination of the central principles and doctrines in competition law and policy, examined from a comparative perspective, focusing principally on Canada, the United States, and the European Union.  Areas to be addressed will include horizontal agreements among competitors or potential competitors; mergers; and abuse of dominant position.  The second part of the course will examine regulatory trends (including deregulation) in traditionally regulated industries, such as telecommunications, broadcasting, airlines, and the electricity sector.  These trends will be examined in the context of dominant economic and political theories of regulation and comparative institutional design experience.

Intellectual Property Law - Alex Stack

2 Days - 9:00am - 5pm (Saturday and Sunday)

This course provides a survey of intellectual property, a class of legally-created assets that are of increasing importance to businesses world-wide.  The first day introduces the core forms of intellectual property – patents, trade-marks and copyright - focusing on their underlying policy justifications and characterization as business assets.  The discussion focuses upon aspects of intellectual property that are common to national systems around the world, although examples are often drawn from Canadian and United States national laws.  The second day considers business and international issues, including licensing and valuation of IP, international supply chains and transfer pricing, counterfeits, border controls and ACTA, competition law and intellectual property and development and global health concerns.    The course lecturers are drawn from diverse industries and backgrounds, including the pharmaceutical, technology, advertising, motion picture and entertainment and valuation industries.  

Corporate Social Responsibility - Prof. Jacob Cohen

2 Days - 9:00am - 5pm (Saturday and Sunday)

In this course, we will focus on legal and business issues related to corporate social responsibility that arise in advising on major corporate transactions, such as: securities disclosure of environmental, social and governance issues; voluntary and regulatory initiatives around business and human rights; international commitments on climate change; and anti-corruption laws. The course will also examine ethics and professionalism issues for lawyers and other business professionals, including the fiduciary duties of directors.

 

 

American Association of Corporate Counsel 

Developed in partnership with the Association of Corporate Counsel – Ontario.