An instructional text designed for use in law school, graduate business school and other related courses.

Due Diligence, A Scholarly Study is the first due diligence textbook designed specifically for use in law school, business school and other graduate and post graduate level university classrooms, including executive education programs. The text covers all the areas of the Center's recommended classroom syllabus including: ◾Introduction to Due Diligence ◾Due Diligence Context ◾Due Diligence and Corporate Governance ◾Due Diligence Under the Federal Securities Laws ◾Judicial and Other Proceedings Involving Due Diligence Issues and the Due Diligence Defense ◾ Industry and SEC Guidelines ◾ Emerging Developments and Trends

This treatise offers a scholarly and practical examination of due diligence, reliance and verification in securities offerings, negotiated transactions and financial services. The work explores in depth: (i) foundational concepts such as the legal and regulatory regime, the reasonableness standard, the relevance of context and recognizing and responding to red flags; (ii) judicial, regulatory and other authoritative or informative guidance regarding the kinds of due diligence and reliance that may be deemed reasonable across a diverse range of context; and (iii) real-world challenges faced by issuers, underwriters, boards of directors, investment professionals, legal counsel and subject matter specialists, among others. This important new work is designed to help readers develop their scholarly understanding and applied skills in the increasingly important field of due diligence.

An instructional text designed for use in law school, graduate business school and other related courses.

This text focuses on applied due diligence skills in the context of a negotiated transaction such as a purchase and sale, merger, joint venture, or similar setting. It is designed to assist transactional professionals in: (i) understanding basic due diligence concepts applicable to negotiated transactions, (ii) developing and enhancing applied due diligence skills in that context, and (iii) negotiating economic terms and other contractual provisions using the knowledge gained through due diligence.

Professor Lawrence's latest treatise is the most comprehensive, detailed and up to date work in the field of transactional due diligence. It offers both a scholarly and practical examination of the subject matter and is designed to help business principals, professionals, and practitioners understand and comply with the often complex and nuanced labyrinth of due diligence law, standards and practice. The work spans an impressive range of transactional contexts in which due diligence issues arise including securities offerings, negotiated transactions, and investment advisor/investment steward relationships. It begins with a detailed explanation and analysis of foundational due diligence concepts such as ?reasonableness,? ?context,? ?tailoring,? ?reliance,? ?verification? and the ?standards of the street.' It then summarizes essential regulatory, judicial and other guidance regarding the interpretation and application of those concepts in frequently encountered real world settings. Finally, it explores a host of specific due diligence challenges faced by issuers, underwriters, boards of directors, investment professionals, legal counsel, and subject matter specialists, including those arising in public offerings, private placements, asset backed securities issuances, corporate governance and investment management. This important new work is designed to help readers understand indispensable due diligence principles, minimize the risks of post-closing disputes, and position themselves to defend their investigations should challenges arise.

This important new work offers practical tools designed to help business principals, professionals, and practitioners understand and comply with the often complex and nuanced labyrinth of due diligence law, standards and practice. The work spans an impressive range of transactional contexts in which due diligence issues arise including securities offerings, negotiated transactions, and investment advisor/investment steward relationships.