Business Law Courses

Business Associations

The course focuses on different types of business organizations, including sole proprietorships, partnerships, closely-held and publicly-traded corporations. Students gain working knowledge of the fundamental principles in economic and financial discourse influencing corporate governance. The course primarily covers the law of Quebec and Canada more generally, but insights are also drawn from other jurisdictions, including Delaware in the United States.

Specialized Topics: Corporate Governance

The course considers the key debates in corporate governance, including stakeholder theory, shareholder democracy, and diversity and inclusion. In particular, the underrepresentation of social groups—based on sex, race, gender, and Indigenous identity—that is addressed through voluntary or mandatory measures are studied. In so doing, the influence that social sciences have on corporate governance practices are also examined.

Government Control of Business

The course introduces students to topics of economic regulation to study the ways that governments oversee the behaviour of major actors on the financial market. The main topics covered include the legislative framework of competition law in the European Union, the United States, and Canada, as well as the efforts to create an internal market in those jurisdictions. The course also focuses on the efforts to regulate transnational enterprises operating across jurisdictions.

Taxation

The course introduces the principles of the Canadian federal income tax system. Students learn the vocabulary of taxation by exploring the social, political, and economic factors that shape the development of the law. The general structure of the tax system is analysed by considering why societies tax, who and what they tax, and how they do so.

International Taxation

The course explores the theory and practice of international tax law under Canada’s Income Tax Act and its tax treaties. Topics include inbound transactions (the taxation of employees, businesses, and investment in Canada by non-residents) and outbound transactions (the taxation of employees, businesses, and investment outside of Canada by Canadian residents). Students also analyse the underlying tax policy justifications for the current international tax regime.

Tax Policy

The course examines the foundations of tax policy in Canada and around the world, with a focus on both classical and contemporary writing. The course integrates a virtual colloquium with invited speakers who present works in progress on current issues of national and international tax policy.

Corporate Taxation

The course provides an in-depth examination of the income taxation of corporations. The main topics include the tax aspects of the formation, capitalization, and operation of a corporation; distribution of corporate profits; sale and purchase of a business; corporate combinations; liquidations and wind-ups. The course also includes an overview of tax-deferred divisive reorganizations and the utilization of corporate losses.

Securities Regulation

The course introduces the general structure of North America’s capital markets. The main areas of study include the distribution of securities, mergers and acquisitions, continuous and timely disclosure, other obligations of public issuers and market participants, and enforcement in general. Students discuss fact patterns that address the contemporary issues facing securities regulation.

Corporate Finance

The course introduces students to the relationships between firms and the principal participants in their financial capital structure. Students examine how corporations raise capital in two ways: borrowing money or issuing debt obligations (debt), or issuing shares (equity). The different rights, obligations, and expectations flowing from these forms of financing are also critically considered.

Secured Transactions

The course studies the techniques by which sellers and lenders—as well as creditors who do not hold conventional collateral—guarantee the performance of an obligation owed by their debtor. Main topics included security interests in movable and immovable property in civil law and common law, as well as other legal mechanisms such as installment sales, rentals, leases, and security trusts. Students learn about statutory hypothecs, personal property security, and mortgages across diverse legislative regimes.

Bankruptcy and Insolvency

The course studies the Canadian legislative regime for the bankruptcy and restructuring of insolvent businesses. Students examine the impacts on debtors, suppliers, employees, governments, and other stakeholders impacted by the insolvency of individuals or businesses. The first part of the course covers the bankruptcy regime and the second part deals with the restructuring regime.

Commercial Law

The course studies the contract of sale in the civil law and common law traditions, with a focus on consumer law and international law. The main topics included the nature and scope of sale contracts; the obligations of the seller and of the buyer; and manufacturer’s liability. References are also made to the Uniform Commercial Code and product liability law in the United States and Europe.

Regional Trade Agreements

The course covers the major trade agreements made over the previous decades. The manner in which these agreements are permitted by the law of the World Trade Organization are examined to discuss international trade policy. Students question whether states should expand the use of these agreements or return to the WTO’s traditional disciplines.

Law and Practice of International Trade

The course concentrates on the law governing international economic relations between states in the global economy. The course primarily focuses on the intersection between the World Trade Organization and regional trade agreements. Students also consider the rise of new actors in the global economy and contemporary events.

Resolution of International Disputes

The course deals with methods of resolving international disputes, with an emphasis on international commercial arbitration. The legal aspects of alternative dispute resolution mechanisms and the phenomenon of transnational law are discussed. The course also introduces the dispute resolution processes between states and private parties.

Arbitration and the Courts

The course focuses on the main aspects of international arbitration which are free from the control of national governments but intersect with domestic courts. The regulation of international treaties and practices are also considered by examining supra-national courts, including the multilateral investment court. Students study specific examples of arbitration, such as those foreseen in the Canada-EU Comprehensive Economic and Trade Agreement.

Banking Law

The course focuses on the forms of payment that banks and other source providers make available for use in Canada. These include cheques and drafts, letters of credit, debit and prepaid cards, automated fund transfers (direct deposits and pre-authorized debits), electronic fund transfers and e-wallets. The main themes studied include the regulation of the payment industry and the statutory sources of liability in such transactions. Students also assess recent developments and emerging issues in banking law.

Insurance

The course introduces insurance law by studying the major topics that have occupied the industry over the past decade. In so doing, the role of commercial insurers in supporting the Canadian economy, such as the banking system, is discussed. The guiding theme is way in which insurance plans help individuals and corporations carry out projects.

Labour Law

The course introduces the basic principles of collective bargaining and labour relations. Although the emphasis is on the law in Quebec and Canada more generally, references to the United States are also made. Transnational sources are also incorporated to reflect the multi-level governance of labour law in the contemporary global economy.

Employment Law

The course surveys the employment contract by covering the issues that arise from hiring practices to dismissals. The duties of employers and employees are also studied, such as loyalty, non-competition, and compliance with statutes including the Act Respecting Labour Standards and Charter of the French Language in Quebec. The purpose of the course is to deal with non-collective agreement employment contracts, which govern most of the working population.

Law Innovation

The course introduces the concept of innovation, its role in the economy, the institutions that foster or hinder it, the laws that promote or undermine it, and its historical, psychological, and social context. The relevance of innovation to economic growth and income disparity is considered to understand the place of innovation in society. Students explore its connections with law, the economy, sciences and technology, and government policies.

Intellectual and Industrial Property

The course considers how intellectual property provides a means through which to analyze how legal systems and markets regulate aspects of innovation and creativity. The main topics of study include patent, copyright and trademark law, as well as trade secrets, genetic resources, and traditional knowledge. Students learn about the main legislative regimes, the politics around intellectual property, and the history of these regimes.

Privacy Law

The course provides an overview of the rapidly growing area of information privacy law with a focus on the digital environment. Students examine domestic and international regulations, legislation, case law and recent public policy developments pertaining to the collection, storage, and dissemination of personal information. The course is structured along three kinds of relationships: among individuals, between individuals and companies, and between individuals and the State.

Internet Law

The course offers an introduction to the key legal issues facing the internet today. These include intellectual property, privacy, defamation, jurisdiction, cybersecurity, and cybercrime. Students compare the legal regimes of Canada, the United States and Europe, and learn how these regimes interact in the internet’s world without borders.

Regulating Artificial Intelligence

The course studies the automation of knowledge gathering, dissemination, and creation. The main topics examined include the proliferation of automated processes for the production and distribution of goods and services that has transformed modern political democracy. Students consider questions regarding scientific and ethical decision-making that challenges the liberal conceptions of ownership, control, and government.

Environment and the Law

The course provides an overview of the law and policy for regulating human activities that affect the environment. Students learn about the basic concepts of substantive laws and regulations related to environmental protection, as well as the jurisdictional and procedural issues related to public participation and the enforcement of liability. The shortcomings of Canadian laws are also studied to make proposals for reforms.

International Environment Law & Politics

The course addresses the responses by legal systems to environmental degradation that transcends state borders. The main theme is the trajectory of international environmental law’s development from a private law form focused on state responsibility to a public law form featuring complex administrative regimes. Students examine the processes for the integration of scientific knowledge, such as the Intergovernmental Panel on Climate Change, and the growing influence of other non-state actors acting as regulatory bodies.