Summer University Course

Prerequisites

At least one year study in business or law.

Course Description

In this course, participants will be exposed to practical methods for designing transactions to optimise the chances of a successful deal. The course introduces students to a Transaction Design Framework (Framework) that will enable them to:

• identify both commercial and legal issues in the transaction;
• evaluate how deal issues impact the outcomes desired by the parties; and
• craft commercial and associated legal solutions to enable the parties to close the deal successfully and ensure the long-term health of the relationships created by the transaction.

This design-based Framework provides a robust set of tools to better understand and analyze the business considerations and choices in a transaction. We will explore in the course:

• the 10 elements of the Framework;
• a set of design responses to each of those elements; and
• how a design response may trigger other elements of concern to the counter-party(ies),and therefore require further analysis to get to an executable deal.

Learning Objectives

Upon completion of the Course Program, the participant should be able to:

1. better understand and anticipate:

• linkages between commercial/business and legal issues;
• the range of potential outcomes that a party may face (good and bad); and
• potential pitfalls in transaction design choices;

2. understand and apply the various elements of Framework to bring parties closer to concluding a transaction;
3. explore options of how to resolve and manage commercial legal and issues required to finalise and sustain transactions.

Assessment

Students will write a 45-minute in-class examination. Grading will be based on the written examination (50%) and contribution to class work (50%).

Reading

Duc V. Trang, Architecture of Deals. Academy Publishing, 2019 (Excerpts)

Duc V. Trang is a Managing Director of Landon Advisory Services, a management consulting firm focused on the legal industry. Splitting his time between London, San Diego and Singapore, Duc advises law firms and in-house legal departments on the design and implementation of transformation projects to achieve sustainable strategic value and profitable growth. Previously, Duc was with Motorola Solutions, Inc., where he held several positions including general counsel for Asia Pacific & Middle East regions; global general counsel of Motorola’s Solutions & Services division; and country manager for Vietnam. Before Motorola, he was a senior attorney at IBM, Inc.