Managers and the Legal Environment

Constance E. Bagley is a Senior Research Fellow at Yale School of Management, where she was formerly Professor in the Practice of Law and Management and a Senior Research Scholar at Yale Law School. Previously, she was an Associate Professor at Harvard Business School, a Senior Lecturer in Law and Management at the Stanford University Graduate School of Business, and a corporate securities partner at Bingham McCutchen LLP. Dr. Bagley has published articles in numerous professional journals, including the Academy of Management Review, the Harvard Business Law Review, the Harvard Journal of Law and Technology, the American Business Law Journal, the Stanford Journal of Law, Business & Finance, the University of Pennsylvania Journal of Business Law, the Duke Journal of Comparative and International Law, and the Cornell Journal of Public Policy. She has coauthored THE ENTREPRENEUR’S GUIDE TO LAW AND STRATEGY and authored WINNING LEGALLY: HOW MANAGERS CAN USE THE LAW TO CREATE VALUE, MARSHAL RESOURCES, AND MANAGE RISK. She has also contributed chapters to THE OXFORD HANDBOOK ON DYNAMIC CAPABILITIES and GENERAL COUNSEL IN THE 21ST CENTURY: CHALLENGES AND OPPORTUNITIES. She recently coauthored an article for Harvard Business Review (https://hbr.org/2017/12/how-boards-can-reduce-corporate-misbehavior). Dr. Bagley received her JD from Harvard Law School and her AB with Honors and Distinction from Stanford University. She received an honorary doctorate in economics from Lund University in Sweden in 2011. She is a member of the Bar of New York and of the Bar of California (inactive). Dr. Bagley has also taught at the University of Connecticut School of Business and its School of Law. She is the business school coeditor of eshiplaw.org and CEO of Bagley Strategic Consulting Group LLC.

• Unit I: FOUNDATIONS OF THE LEGAL AND REGULATORY ENVIRONMENT.1. Law, Value Creation, and Risk Management.2. Ethics and the Law.3. Sources of Law, Courts, and Dispute Resolution.4. Constitutional Bases for Business Regulation.5. Agency.6. Administrative Law.Unit II: THE LEGAL ENVIRONMENT.7. Contracts.8. Sales, Licensing, and E-Commerce.9. Torts and Privacy Protection.10. Product Liability.11. Intellectual Property.Unit III: HUMAN RESOURCES.12. The Employment Agreement.13. Civil Rights and Employment Discrimination.Unit IV: THE REGULATORY ENVIRONMENT.14. Criminal Law.15. Environmental Law and Sustainability.16. Antitrust.17. Consumer Protection.18. Real Property and Land Use.Unit V: CORPORATE GOVERNANCE, OWNERSHIP, AND CONTROL.19. Forms of Business Organizations.20. Directors, Officers, and Controlling Shareholders.Unit VI: SECURITIES AND FINANCIAL TRANSACTIONS.21. Public and Private Offerings of Securities.22. Securities Fraud and Insider Trading.23. Debtor-Creditor Relations and Bankruptcy.Unit VII: INTERNATIONAL BUSINESS.24. International Law and Transactions.Appendix A: The Constitution of the United States of America.Appendix B: Title VII of the Civil Rights Act of 1964 [Excerpts].Appendix C: Americans with Disabilities Act of 1990 [Excerpts] and ADA Amendments Act of 2008 [Excerpts].Appendix D: Sherman Antitrust Act [Excerpts].Appendix E: Clayton Act of 1914 [Excerpts].Appendix F: Federal Trade Commission Act of 1914 [Excerpts].Appendix G: Securities Act of 1933 [Excerpts].Appendix H: Securities Exchange Act of 1934 [Excerpts].Appendix I: Rules 10b-5, 10b5-1, and 10b5-2 from Code of Federal Regulations.Appendix J: Rule 14e–3 from Code of Federal Regulations.Appendix K: Sarbanes–Oxley Act of 2002 [Excerpts].