Real Estate LL.M.

Required Courses comprise five total credit hours: Real Estate Transactions (3 credits), which is required to be taken in the student’s first semester of study, and Advanced Topics in Real Estate Law (2 credits), which is required to be taken in the student’s last semester of study.

REAL ESTATE TRANSACTIONS
(PROPERTY - 1090)
3 credits
This course examines the fundamental legal and business building blocks of real estate transactions. Topics include the role of the lawyer, broker participation and responsibilities, the contract of sale and remedies for breach, deeds and closing, the title system, mortgages and foreclosure. This course provides a foundation for other advanced real estate courses. Grades are based upon a final examination.  Pre-requisite: PROPERTY.

ADVANCED TOPICS IN REAL ESTATE LAW
(PROPERTY – 2050)
2 credits
In this seminar, students will explore cutting-edge issues in real estate law and deepen their understanding of concepts related to the financing, development, ownership and operation of real estate not covered in depth in any other course.  Topics covered will change from year to year to reflect the most recent developments and trends in real estate, and the instructor's particular areas of expertise. Case studies of actual and simulated transactions will be used to increase students' understanding of the issues explored. The course will be taught as a mixture of lecture, directed discussion and seminar, and is anticipated to include distinguished guest lecturers with expertise in the particular topics covered. Course is SWR- eligible with prior approval of the professor. Grades will be based on a research paper (50%), several short response papers (25%), and class participation (25%). Pre-requisites: REAL ESTATE TRANSACTIONS and four additional credits of advanced PROP coursework. Enrollment requires permission of the Program Director.

Real Estate Elective Courses (offerings vary by semester)

Real Estate Elective Courses, together with the Required Courses must comprise not less than 15 of a student’s total credit hours.

AFFORDABLE HOUSING LAW AND PRACTICE
(PROPERTY - 2070)
2 credits
This course will explore the dynamics of the United States housing market from the perspective of homeowners and renters, developer, investors, local and federal officials, and members of the so-called "NIMBY" and "YIMBY" movements. We will consider the various federal and New York State programs that have been used to facilitate affordable housing over the past century, including the Low Income Housing Tax Credit (LIHTC), municipal bonds, and other programs that allow the development and revitalization of contextual housing (e.g., affordable housing, supportive housing, transitional housing, senior housing and faith based/mission driven development), and the roles of the various stakeholders, including the federal and state regulators administering these regimes. We will consider affordable housing as a public policy imperative, and the need for federal and state tax policies and sources of funding designed to facilitate such development. The interrelationship between affordable housing development, economic policy, zoning and land use policy and environmental policy will also be considered. This course will also lightly touch on alternative avenues to affordability apart from new housing construction, including public housing, voucher programs, middle-income programs, and rent stabilization. Emerging topics such as the repurposing of disfavored asset classes to housing uses transit-oriented development, "green" affordable housing, non-profit-private partnerships and public-private partnerships will be addressed. Grades will be based on a final examination and other grading components. Pre- or co-requisite: REAL ESTATE TRANSACTIONS or REAL ESTATE DEVELOPMENT.

COMMERCIAL REAL ESTATE LEASING
(PROPERTY - 2010)
2 credit
This course introduces students to the negotiation, drafting and interpretation of commercial real estate leases. Topics include: letters of intent, term, permitted use, assignment and subleasing, rent, alterations, maintenance, building services, regulatory compliance, options, brokers, casualty, insurance, indemnities, subordination, defaults and remedies. The course will also address ancillary lease documentation such as non-disturbance agreements, estoppel certificates and guaranties; certain tax consequences of commercial leasing; and ethical issues that arise in commercial leasing practice. Special attention will be paid to New York State and City laws impacting commercial leases. Students will gain an understanding of the key negotiating points in a commercial lease, the interests of the parties in relation to those points, and the process of negotiation which results in lease documentation memorializing these interests.  Grades will be based on a final examination. Prerequisite:  Property.

CONDOMINIUMS, COOPERATIVES & HOMEOWNER ASSOCIATIONS 
(PROPERTY - 1000)
2 credits
This course examines modern forms of shelter from the viewpoint of the community, the developer, the institutional lender and the consumer. The relative advantages of each form of development, the legal problems involved in selling and re-selling individual units, and the controls that may be exercised over unit owners are examined. The economic, social and legal aspects of conversion of rental properties to cooperative or condominium status are discussed. Rights and remedies in the event of defaults by unit owners/developers are also considered. Students will work with applicable statutes, governmental regulations and documents of existing projects. Grades are based upon a midterm examination (10% of final grade) and a final examination (90% of final grade).

CONSTRUCTION LAW
(PROPERTY - 2040)
2 credits
This course is designed to provide students with a working knowledge of the field of construction law, beginning with the parties to a typical construction project, the types of contracts used, the competitive bidding process, labor law issues, and the resolution of disputes, with a concentration on issues related to construction in New York State and City. The students will review a standard construction contract published by the American Institute of Architects, participate in a mock mediation of a construction dispute, review and complete NYC Vendex Questionnaires required of all NYC municipal contractors, and review and complete a notice of mechanic's lien. The objective will be to provide the students with the ability to advise clients working in the construction field in reviewing contracts, participating in the competitive bidding process, handling disputes and labor issues, and filing claims for public and private works projects. Grades will be based on a final examination and class participation.

DIRECTED RESEARCH
(DIRECTED RESEARCH - 1000)
2 credits
The course in Directed Research is designed to afford students the opportunity to prepare a major research paper of publishable quality under the direction of a faculty adviser who has expertise in a particular area of the law. Students are responsible for obtaining the sponsorship of a faculty member prior to registering for the course. Students must complete an “Approval of Directed Research” form with the signatures of the faculty adviser and the Associate Dean to be submitted to the Registrar prior to the end of the semester drop/add period. Academic credit will be awarded only if the student has successfully completed all requirements by the end of the student's penultimate semester at the Law School. Completion of requirements means that the student shall have produced a final writing of at least 6,700 words in length (approximately twenty-five pages), inclusive of footnotes, that, except for the minimum grade, satisfies the guidelines in place at the time of registration and shall have prepared a detailed outline and have satisfied any other preparatory steps required by the instructor. Pre-requisite: LEGAL WRITING II.  As with any course, Directed Research may be taken only once in a student’s academic program.

DRAFTING: REAL ESTATE TRANSACTIONS
(PROPERTY - 1050)
2 credits
This course provides intensive instruction in the drafting of real estate-related contracts and documents, including contracts of sale, deeds, mortgages, brokerage agreements and leases. Students learn how to translate a business deal into contract concepts, how to structure an agreement, and how to draft contract provisions clearly, precisely, and efficiently. Students will study New York State statutes and caselaw setting forth legal principles relevant to the drafting of key provisions. Students will be responsible for a series of written exercises, culminating in a full-length agreement at the end of the semester. Some negotiation is included. Grades will be based on several short-written assignments (totaling 30%), an initial and a revised draft of a full-length agreement (totaling 55%) and class participation (15%) Students will be required to complete an ungraded take-home midterm examination. This course satisfies the Advanced Practice Writing Requirement. Pre-/Co-requisites: REAL ESTATE TRANSACTIONS.

EMERGING ISSUES IN REAL ESTATE LAW SEMINAR (INTENSIVE)

(PROP)
1 credit

In this seminar, students will explore cutting-edge issues in real estate law and deepen their understanding of concepts related to the financing, development, ownership and operation of real estate not covered in depth in any other course. Topics covered will change from year to year to reflect the most recent developments and trends in real estate, and the instructor’s particular areas of expertise. Grades will be based on a final examination (75%) and class participation (25%). Pre-requisites for JD students: Real Estate Transactions and four additional credits of advanced PROP coursework. Enrollment requires permission of the Program Director.

ENVIRONMENTAL LAW
(ENVIRONMENTAL LAW - 1000)
3 credits
This course covers the legal responses to current environmental problems, including climate change, air and water quality, toxic substances, solid and hazardous waste and the preservation of parks, wetlands and the habitats of endangered species. The course starts with the common law of nuisance and the public trust doctrine, foundations of the current law.  It then traces the development of federal and state environmental statutes and the administrative law that governs agencies implementing these statutes’ provisions. Grades are based upon a final examination.

EXTERNSHIP SEMINAR (LL.M.)

2 Credits

This 2-credit seminar is required when an LL.M. student is taking an Externship Placement during the fall or spring semesters. The students will be required to submit weekly time sheets and reflect on their work at the placement. The first thirty minutes or so of each class will be devoted to the students’ reflections. Students will be required to write a 2000 word paper of the type that would appear in a practice-oriented bar-type journal on a topic encountered during the placement, and present the paper to the class. Students will be required to attend three hours of continuing legal education on a topic relevant to the student's chosen area of practice and make an oral presentation to the class on what was learned. Grades will be based on 30%: 2000-word practice-oriented paper; 20%: Oral in-class presentation of practice-oriented paper; 20% oral presentation of CLE learning; 20% weekly reflection papers and any oral presentations thereof; and 10%: class participation. Co-requisite: EXTERNSHIP PLACEMENT (ADVOCACY AND LEGAL SKILLS - 2015).

INTERNATIONAL ENVIRONMENTAL LAW
(ENVIRONMENTAL LAW - 1030)
(INTERNATIONAL LEGAL STUDIES - 1030)
3 credits
This course surveys the leading legal instruments and approaches to dealing with regional and global environmental problems. It will address transboundary air and water pollution, mass catastrophes, protection and allocation of freshwater supplies, stewardship of ocean resources such as fisheries, protection of the atmosphere (including the ozone layer and climate change), transport and trade in hazardous chemicals and waste, and biodiversity. The course will explore the environmental side of new approaches to economic regulation, including the world trade regime, and emerging ideas about sustainable development. Grades are based upon a final examination.

LAND USE PLANNING
(PROPERTY - 1010)
3 credits
This course provides an analysis of the legal and administrative aspects of land use control, and of the problems and techniques of urban planning. The course includes a study of building codes, zoning, subdivision, public acquisition of land tax controls and urban redevelopment. Grades are based upon a research paper of law review quality on a topic approved by the faculty member conducting the seminar.

REAL ESTATE DEVELOPMENT
(PROPERTY - 1040)
2 credits
This course examines the law and practice of real estate development, including substantive discussion of such areas as:  assemblage of a development site; entitlements, air/development rights and permits; ownership structures; construction financing; agreements with contractors, designers, property managers and leasing agents; and exit strategies. Students will be introduced to the economic considerations associated with a real estate development. Special attention will be given to laws and regulations that impact the real estate development process in New York City.  Students will also be instructed on ethical issues that arise in this area of practice. Grades are based upon a midterm (20% of grade) and a final examination (80% of grade). Students would benefit from taking REAL ESTATE TRANSACTIONS prior to or concurrent with enrollment in this course.

REAL ESTATE FINANCE
(PROPERTY - 1070)
3 credits
This course examines the law and process of real estate finance in its many forms. It covers topics distinct from those covered in Real Estate Transactions. Topics will include commercial real estate financing techniques such as leasehold mortgages, mezzanine loans, preferred equity, CMBS and REITs. The course will also address participations, syndications, and intercreditor arrangements. Federal and state consumer protection laws affecting consumer mortgages will be covered, as will foreclosures, in both the commercial and residential contexts. Students will learn to review and analyze key provisions in financing documentation from the perspective of multiple stakeholders. Students will also be instructed on ethical issues that arise in this area of practice. Grades will be based on a midterm (10%) and a final examination (90). Pre- or Co-requisite: REAL ESTATE TRANSACTIONS.

REAL ESTATE WORKOUTS & BANKRUPTCY
(PROPERTY - 2030)
2 credits
This course will examine the consequences of real estate defaults, emphasizing the major current problems faced by real estate mortgagees, landlords, tenants and partners in default situations and mitigating drafting techniques that may be employed in the documentation stage. Among the areas covered will be: negotiating and drafting a workout agreement; lender liability; cram down of bankruptcy plans including classification and “new value” issues; and effect of bankruptcy of a real estate partner. Grades are based upon a research paper and a final examination. Pre-requisite for J.D. students: CREDITORS' RIGHTS OR REAL ESTATE FINANCE or BUSINESS BANKRUPTCY REORGANIZATIONS.

A student may take Designated Elective Courses provided the student has not taken a similar course in seeking their J.D. degree and meets any necessary pre-requisites. Students may take other Law School courses with permission where the course is necessary in connection with the student’s particular area of study or contemplated area of expertise.

ALTERNATIVE DISPUTE RESOLUTION
(ADVOCACY AND LEGAL SKILLS - 1020)
2 credits
This course gives students an overview of the law and practice of the three primary forms of extrajudicial dispute resolution: negotiation, mediation, and arbitration. The course includes both instruction in the legal doctrines regulating these forms of dispute resolution and exposure to the skills these processes require, through simulations, exercises, and other forms of experiential learning. Grades are based on participation in class discussions and exercises, written assignments, and a final examination. Alternative Dispute Resolution is a required course for Dispute Resolution Society students. Pre-requisite: Lawyering. This course satisfies the Applied Skills Requirement.

ADVANCED INTERVIEWING AND COUNSELING
(ADVOCACY AND LEGAL SKILLS - 7020)
2 credits
Building on the first year course in Lawyering, this course offers students an opportunity to develop skills in interviewing and counseling, including but not limited to gathering information, ascertaining the client's interests, developing specific goals and strategies, advising the client, negotiating an acceptable settlement, and addressing ethical considerations. Classroom work will involve the exploration of techniques of interviewing and counseling, focusing on the unique relationship of lawyer and client. Students will develop the skills studied by participating in simulated exercises that involve realistic situations raising common legal and ethical issues. Grades are based on classroom participation, demonstration of the skills taught, and the submission of written work. Pre-requisite: Lawyering. This course satisfies the Applied Skills Requirement

BANKING LAW & REGULATION
(BUSINESS AND FINANCE LAW - 1030)
3 credits
This course provides an introduction to the rapidly-growing and constantly-changing area of banking law in the United States. The course explains the following areas: the historical background of the industry and public policy considerations, the duality of the system, bank holding companies, branching and other market entry problems, limitations on power of various banking organizations, the various regulatory systems and the agencies and their functions, controls in the monetary system, consumer protection, non-bank competition, the process of deregulation, and present conditions and problems. The course does not include a study of the Uniform Commercial Code. Grades are based upon a final examination.

BANKRUPTCY AND SECURITY INTERESTS
(BANKRUPTCY LAW - 3010)
2 credits
This course will examine the effect of bankruptcy on the rights of creditors holding UCC Article 9 security interests in assets of a debtor. Topics will include the impact of the automatic stay on foreclosure rights; limitations on the post-petition effectiveness of security agreements; the estate's ability to use and sell collateral; the estate's ability to avoid security interests; and the treatment and modification of secured claims in bankruptcy. Pre-requisite for J.D. students: CREDITORS' RIGHTS or SECURED TRANSACTIONS.

BANKRUPTCY SALES
(BANKRUPTCY LAW - 5020)
(BUSINESS AND FINANCE LAW - 5070)
1 credit
This course examines the bankruptcy sale process. The course will cover the basic rules governing bankruptcy sales and will explore the motivations of the parties and creative uses of the sale process. Evaluation will be based on an examination, but class participation or a paper may be factored into the final grade. Pre-requisite for J.D. students: CREDITORS' RIGHTS or BUSINESS BANKRUPTCY REORGANIZATIONS.

BUSINESS BANKRUPTCY REORGANIZATIONS
(BANKRUPTCY LAW - 1080)
(BUSINESS AND FINANCE LAW - 5050)
2 credits
The course will examine the reorganization of financially distressed enterprises under Chapter 11 of the Bankruptcy Code and the theoretical and economic underpinnings of reorganization. The course will consider all aspects of Chapter 11 from filing to confirmation of a plan of reorganization, conversion or dismissal. The following topics will be covered: good faith; venue; retention and compensation of professionals; the extent of the court's equitable powers; use, sale and lease of the debtor's property; successor liability; post-petition financing. 

BUSINESS PLANNING
(BUSINESS AND FINANCE LAW - 1060)
3 credits
This course is designed to coordinate several areas of business-related law previously studied and to sensitize students to the constant practical interplay of these business-related areas of the law. Students will be assisted in verbalizing and drafting responses to the problems encountered by employing materials and documents which provide the framework for the practical application of previous legal training to commercial topics. Significant emphasis is placed on out-of-class drafting of and solutions to legal-business problems. Grades are based upon class performance and short written assignments. Pre-requisite: BUSINESS ORGANIZATIONS and TAX BASIC FED PERSONAL INCOME. This course satisfies the Advanced Practice Writing Requirement.

CONSUMER BANKRUPTCY
(BANKRUPTCY LAW - 1070)
(BUSINESS AND FINANCE LAW - 5020)
2 credits
This course will examine Chapter 7 and 13 of the Bankruptcy Code, including the principles of the fresh start and equality of distribution; the roles of the case trustee and United States Trustee; good faith and substantial abuse; the automatic stay; property of the estate; discharge, challenges to discharge and dischargeability; rights to convert and dismiss; and the preparation and presentation of contested matters and adversary proceedings. Grades are based upon a final examination. (The credit hours decision will be in advance each semester and clearly disclosed in the registration packet and schedule). 

CONSUMER PROTECTION
(INDIVIDUAL RIGHTS - 1020)
3 credits
This course explores the laws governing a variety of oppressive practices merchants engage in, including unfair and deceptive advertising, bait and switch transactions, and referral sales. The course also examines the law governing credit cards and other consumer credit transactions, including credit reporting, credit discrimination, abusive collection practices, and usury. Also covered are cooling off periods, debit cards, the cutting off of consumer claims and defenses, and how consumers can assert their rights. The course covers the Federal Trade Commission Act, the Consumer Credit Protection Act (including the Equal Credit Opportunity Act, the Fair Credit Reporting Act, the Fair Debt Collection Practices Act, the Electronic Fund Transfers Act, the Truth in Lending Act, and the Fair Credit Billing Act), the Magnuson-Moss Warranty Act, and various New York State statutes. Grades are based upon a final examination.

CORPORATE FINANCE
(BUSINESS AND FINANCE LAW - 2010)
3 credits
This course consists of a detailed study of legal, business, economic, corporate and accounting aspects of valuation of the firm and of securities, capital structure, issuance and reacquisition of various types of securities (including new financial instruments and financing techniques), dividend policy, interplay with financial markets, the use and legal regulation of commodity and financial futures, options and markets (subject to time), and related issues in contemporary corporate finance. The course culminates in a study of similar aspects and techniques of mergers and acquisitions. Grades are based upon a final examination. Pre-requisite: BUSINESS ORGANIZATIONS.

CREDITORS' RIGHTS
(BUSINESS AND FINANCE LAW - 4080)
3 credits
This course deals with proceedings to enforce judgments, problems with respect to fraudulent conveyances, alternatives to bankruptcy, and a complete analysis of the Bankruptcy Code. Grades are based upon a final examination.

EXECUTORY CONTRACTS IN BUSINESS BANKRUPTCY
(BANKRUPTCY LAW - 5050)
(BUSINESS AND FINANCE LAW - 5040)
1 credit
This course examines the treatment of executory contracts in bankruptcy. The course will cover the basic rules governing assumption, rejection and assumption and assignment, and the course will explore the motivations of the parties. Evaluation will be based on an examination, but class participation may be factored into the final grade. Pre-requisite for J.D. students: CREDITORS' RIGHTS or BUSINESS BANKRUPTCY REORGANIZATIONS.

INSURANCE LAW
(BUSINESS AND FINANCE LAW - 2030)
2 credits
Insurance is a product that members of society purchase in order to distribute the risk of potential misfortune. If it were not for the availability of insurance, a modern commercial society could not function. Businesses unable to obtain insurance would be unwilling to produce many essential products. Without life and health insurance, families would be financially destroyed if a death or serious illness were to occur. This course studies the important legal and policy issues surrounding several different forms of insurance, including property, life, disability, health, commercial general liability, malpractice, and directors and officers liability insurance. Grades are based upon a final examination.

NEGOTIATION (INTENSIVE)
(ADVOCACY AND LEGAL SKILLS - 8020)
2 credits
The Intensive Negotiation course is a compressed, inter- active course examining the skills, constraints, and dynamics of the negotiation process. Students will explore the theoretical framework for understanding negotiation practice in a variety of contexts, including both the settlement of disputes and the creation of value through bargaining. Legal and ethical constraints on lawyers in negotiation will be considered. Students will apply the concepts learned by participating in simulated exercises involving realistic negotiation situations. Grades are based on a final examination, along with classroom participation, the submission of written work, and performance on the simulations and exercises. A student may take only one of the following: Negotiation, Negotiation (Intensive), or Negotiation (Comprehensive). This course satisfies the Applied Skills Requirement.

SECURED TRANSACTIONS
(BUSINESS AND FINANCE LAW - 2050)
3 credits
In a secured transaction, a borrower gives the lender rights in the borrower's personal property in the event that the loan is not repaid. This course provides broad coverage of the primary pertinent statute, Article 9 of the Uniform Commercial Code, but also gives attention to key related provisions of the Bankruptcy Code. Grades are based upon a final examination.

SECURITIES REGULATION
(BUSINESS AND FINANCE LAW - 2070)
3 credits
This course will focus on the Securities Act of 1933 and the Securities Exchange Act of 1934. With respect to the former, the course will particularly emphasize the public distribution process, registration, proxy regulation, regulation of tender offers and corporate repurchases, short-swing trading by corporate insiders and the anti-fraud provisions (including Rule 10B-5 and civil liability). The course will also examine the professional responsibilities of securities lawyers and other professionals and will touch upon regulation of securities exchanges and the over-the-counter market and regulation of brokers and dealers. Grades are based upon a final examination. Pre-requisite: BUSINESS ORGANIZATIONS.

SECURITIZATION, STRUCTURED FINANCE & CAPITAL MARKETS
(BANKRUPTCY LAW - 4010)
(BUSINESS AND FINANCE LAW - 5060)
2 credits
This course will examine the legal structure of securitization, a trillion-dollar industry. Securitization is the process by which a company sells its receivables (debts owed to it) to a special purpose entity (SPE) created specifically for that purpose. This form of financing can realize lower interest rates to the company selling the receivables than if the company borrowed against its receivables and kept title. The course will touch on various legal issues raised by this industry, including secured transactions, bankruptcy, corporate finance, securities regulation, corporate governance, and the role that legal opinions play throughout the deal process. The course will be graded based upon an in class exam (80%) and class participation (20%). Pre-requisite for J.D. students: CREDITORS' RIGHTS or BUSINESS ORGANIZATIONS or SECURED TRANSACTIONS or BUSINESS BANKRUPTCY REORGANIZATIONS.

SMALL BUSINESS BANKRUPTCY
(BANKRUPTCY LAW - 4030)
(BUSINESS AND FINANCE LAW - 5090)
1 credit
This course will address and discuss the problems encountered by, and the possible solutions for small business entities (corporations, partnerships, and LLC's) in financial distress. In addition to facing all the same inherent problems that large businesses have in reorganizing and restructuring, small businesses face added burdens with regard to the inherent costs of successful reorganization and access to quality financial and legal advice. Likewise, small business creditors often look at huge write-offs that might be mitigated by a successful reorganization process. The goal is for the students to obtain a thorough understanding of the many issues involved in small business and agricultural bankruptcies. Evaluation will be based on an examination, but class participation maybe factored into the final grade. Pre-requisite for J.D. students: CREDITORS' RIGHTS or CONSUMER BANKRUPTCY or BUSINESS BANKRUPTCY REORGANIZATIONS.

TAX FEDERAL CORPORATE INCOME (TAXATION – 1020)
3 credits
This course applies the principles of federal income taxation to problems arising from use of the corporate form. The tax consequences to the corporation and to the shareholders are considered. Major topics covered in the course include the tax treatment of incorporations, dividends, stock redemptions, liquidations, mergers and other corporate reorganizations. Grades are based upon a final examination. Pre-requisite: TAX BASIC FEDERAL PERSONAL INCOME.

TAXATION OF BUSINESS ENTITIES
(TAXATION - 1070)
3 credits
A comparative survey of the federal income taxation of partnerships/limited liability companies, Subchapter C corporations (i.e., taxable corporations) and Subchapter S corporations (i.e., nontaxable corporations) - the principal entity choices for conducting business in the United States. Coverage includes formations, operations, distributions, sales of interests and liquidations. This course is especially suitable for students seeking an introduction to this material for a business or real estate practice. Students desiring more detailed exposure to corporate tax principles may also enroll in Tax: Federal Corporate Income. Grades are based upon a final examination. Prerequisite: TAX BASIC FED PERSONAL INCOME.