Electives
Modules 5 and 6
All students must take at least two of the eight elective modules, which are designed to cover topics that are of central interest to many enterprises and law firms. Some of these modules are legal in nature, while others are interdisciplinary. Depending upon the degree for which a student is studying (LLM or MLB), the student’s background, the type of internship (primarily legal or business) in which the student participates, and the subject-matter of the master’s thesis, students may need to take a combination of legal and interdisciplinary elective modules.
Law Electives
Arbitration
Prof. Dr. Karsten Thorn, Prof. Dr. Stefan Kröll
In the past 30 years, international arbitration has become the preferred method of international dispute resolution, whether between businesses or between business and government. Despite this popularity, many lawyers and businesspeople remain unclear as to exactly what international arbitration is and how it differs from court-based international litigation. The International Arbitration module examines a number of major topics in the field, including the nature of arbitration, its strengths and weaknesses, the validity and reach of international arbitration agreements, the role of international arbitral institutions, ad hoc arbitration, and transborder arbitration regimes. In addition, the module focuses on the creation of arbitration awards, where and how those awards can be challenged, and the recognition and enforcement of arbitration awards. In the second part of the module a mock arbitration covering the whole lifecycle of an arbitration from drafting the agreement until the enforcement of an award will be used to discuss some of the theories in greater depth and apply them in practice, addressing also the tactical side of arbitration.
Legal Technology and Operations
Prof. Dr. Daniel M. Katz, Dirk Hartung (Legal Technology and Operations), Prof. Dr. Linda Kuschel (Generative AI & Copyright Law)
Legal Technology and Operations
Legal innovation and technology are no longer themes relevant for legal professionals only in the future. Organizations across the legal industry are currently leveraging technology in ways that have allowed clients and consumers to access legal services more efficiently, effectively, and at a lower cost. This course introduces students to legal innovation and technology. Students will examine the market forces driving innovation and glimpse use cases from large law firms, corporate in-house legal departments, legal aid, and legal tech startups, as well as emerging organizations like law companies. Students will also have the opportunity to see examples of applied technology from legal professionals and lecturers from all around the globe.
The class may feature one or more on-site experiences at technology driven legal service providers in the wider Hamburg region. The material comprises preparatory videos, readings and slides. As this is an introductory class, students will not be required to write code in this class.
Generative AI & Copyright Law
In this class we will cover several questions that generative AI poses for copyright law – extending from the potential protection for artificially generated content to the usage of vast amounts of (copyright-protected) data for training purposes.
Copyright lawyers have discussed whether “works” not created by humans can be afforded IP protection at least since 2018, when the painting “Edmond de Belamy” created by a generative adversarial network was auctioned at Christie’s for US$432,500. We will explore the issue by examining different copyright jurisdictions and how they treat artificially generated works. We will also discuss whether or under which circumstances content created by AI is infringing pre-existing copyrights. As we will see, this content may turn out to be very similar to the works it has been trained on. But even when content looks and feels almost like the original, debate remains on whether artificially generated content can, or indeed should, substitute works created by human authors and artists. Moreover, since generative AI is developed and applied in a series of distinct steps (e.g. model creation, pre-training, fine-tuning, prompting), it is not always clear who will (or should) be responsible for the algorithm’s copyright infringement. Lastly, we will take a closer look at generative AI’s training process. Most of the data used for training AI is copyright protected content (freely) available online – the rightsholders are neither asked for permission nor compensated. Therefore, rightsholders have begun suing AI companies globally for purported infringements of their copyrights. We will discuss some current legal battles – in the US and Europe – and examine their relevant legal framework, i.e. the fair use clause in US copyright law and the exception for text and data mining in European legislation.
Comparative Law in Action
Prof. Christopher Bisping (Coordinator)
A limited number of students of the Bucerius Master of Law and Business have the chance to participate in the competition Comparative Law in Action. In today’s global society, many legal problems arise from the use of recently created technology that requires constant new regulation. Comparative Law in Action is the first university competition that brings together comparative Law, Technology and Policy.
Participants will analyze how the law adapts to new challenges created by technology as well as how technology can solve legal challenges. They will experience how a comparative law approach and the study of different legal systems can offer an innovative solution to real global problems. Comparative Law in Action is a learning by doing initiative. Students will perform a rigorous academic legal analysis and will put into practice key skills such as the ability to adapt to change, to work in teams, to think creatively and to show leadership. Participants will work virtually on a cutting-edge multi-media case, resulting in a real-world experience where information will be delivered at different stages, as do real life legal cases.
A final 3-day experiential event will take place at IE University in Madrid, Spain, where participants will have the opportunity to attend different workshops, work in teams and pitch their projects to a panel of juries.
Interdisciplinary Electives
M&A
Dr. Nils Krause (International Mergers and Acquisitions), Prof. Dr. Nihat Aktas (Mergers and Acquisitions - Corporate Finance Perspective)
International Mergers and Acquisitions
This course covers all relevant steps in the mergers and acquisition process from preliminary agreements such as the letter of intent to post-closing and integration issues. Other specific subjects covered are due diligence process, negotiating share purchase agreements and hostile takeovers, including defense measures and specialties of distressed M&A transactions. Students are exposed to the most important elements of a typical M&A transaction, including relevant contractual provisions. The course takes an interactive, practical approach to the topic and centers on hypothetical M&A scenarios. These scenarios are used to illustrate the legal and practical context in which mergers and takeovers take place. Throughout the course, students are asked to address these topics from the perspective of the various players in an M&A process (e.g. by negotiating a letter of intent or a share purchase agreement).
Mergers and Acquisitions - Corporate Finance Perspective
The course aims to provide participants general knowledge about M&As from a corporate finance perspective. The following topics will be covered during the course:
Merger waves. It is well-known that M&As occur in waves at the aggregate level. Here we will adopt a macro perspective in order to discuss the major disruptive forces affecting industries and potentially triggering the clustering of M&A activities at the industry level.
Deal rationales. At aggregate level, economic and financing conditions explain M&A activity but at the firm (micro) level, each individual transaction is driven by a specific motivation to expand a business or to improve profitability. We will therefore discuss the most important rationales emphasized by firms entering the M&A market.
Value creation. To grow and increase firm value in the long run, the M&A function of the firm needs to serve the corporate strategy and focus on creating value. We will therefore discuss why some M&As fail and whether M&A create value for shareholders on average. To assess merger performance a widely used method is the event study. The course will introduce the different steps of the event study method, and students will be asked to implement it in a real case.
Valuation in an M&A setting. To create value, not only targets with high synergy potential need to be selected, but the corresponding target needs to be correctly valued and priced. We will therefore devote time to business valuation in the context of M&As. A particular emphasis will be given to the Discounted Cash Flow (DCF) valuation method, as it allows to explicitly model value creation strategies and operating synergies.
Corporate Governance & Compliance
Prof. Dr. Carsten Jungmann (Corporate Governance, Compliance), Sibylle Weingart (Compliance)
Corporate Governance
Corporate governance questions typically arise when a business is getting more mature, is constantly growing and/or is becoming more and more characterized by a rather dispersed ownership. In all these cases, the (executive) directors’ fiduciary duties as well as the tasks and rights of those controlling the management (non-executive directors, members of the supervisory board, shareholders) are gaining importance.
The course will focus on corporate governance in (listed) stock corporations and will deal in detail with the German and also the UK Corporate Governance Code. Major issues discussed range from the monitoring role of individual and institutional shareholders, legal rules concerning the transparency of the corporation, liability of the management, the business judgment rule and the legal framework for direct and derivative suits to the role of the auditors of the corporation and the rights and duties of the supervisory board.
As corporate governance today must be seen in a comparative context, recent international trends will be taken into account. The reading material will contain a number of European and US case studies as prominent examples of corporate failures.
Compliance
The course Compliance has a special focus on the organizational aspects of compliance management systems. In identifies the most importance compliance risks in large organizations and analyses the costs of non-compliance.
A further central aspect of the course is the current state of the juridification of compliance rules, also highlighting the overlaps of civil law and administrative/criminal law. In addition, the role of compliance officers, the delegation of compliance duties, as well as the compliance duties of supervisory bodies and auditor are under review.
The course ends with a thorough discussion of compliance culture (regulatory requirement, ethical aspects, transformation processes etc.) and compliance target related issues
The second part of the Compliance course focuses on various aspects of the application of compliance management system elements in day-to-day business.
In particular the focus lies on:
- Values-based compliance
- Integration of various management systems
- Effective code of conduct
- Compliance training
- Compliance in the context of Corporate Social Responsibility (CSR) / Environmental, Social, Governance (ESG)
- Whistleblowing – dealing with reports in practice
- Compliance incidents, audits and follow-up
and other selected topics.
Entrepreneurship and Innovation Management
Prof. Dr. Peter Witt (Corporate Entrepreneurship and Innovation Management), Prof. Dr. Christiana Weber (Social Entrepreneurship), Estefano Martinez (Startups and Venture Capital)
Corporate Entrepreneurship and Innovation Management
The course deals with innovation management in established enterprises. Depending on their innovation strategy, companies can decide to engage in own research and development activities (R&D), cooperate with external parties or acquire equity stakes in innovative start-ups (corporate venturing). Participants learn how to manage innovation processes in different institutional settings, from the idea generation phase and the phase of technical realization up to the challenges of commercializing new products or services. The course also investigates how managers can monitor and steer innovation processes, how they can overcome resistance against innovations, and how to ensure an innovation culture throughout their organizations.
Social Entrepreneurship
Markets in developed countries efficiently serve most basic human needs as well as sophisticated customer wants. In developing countries, the persistence and severity of poverty indicates a number of economic and social hurdles to achieving inclusive and sustainable development. Progress requires innovation in technologies, products and services but mostly also in the process of how to engage the disadvantaged and how to build business models able to satisfy their needs while being financially sustainable. These solutions are not limited to the non-profit sector or to social entrepreneurs but provide a viable concept for profit-oriented firms as well. Creating effective and innovative solutions involves recognizing opportunities, combining and mobilizing resources, triggering positive change in various domains, and building sustainable business models that ensure access and scale of impact. These models are often discussed under the label of “social entrepreneurship”. We adopt the term social entrepreneurship (SE) for this course to refer to the creation of innovative business models for social and economic impact. The lecturer of this course has been active in research and practice in the fields of Social Entrepreneurship and Social Innovation for more than 10 years.
Startups and Venture Capital
The main focus of this course is to provide a practical approach to legal and business advice for startups, with a particular focus on how startups raise capital. This course will trace the startup process from initial formation of a new venture, to seed funding through convertible instruments such as SAFEs and convertible notes, to raising venture capital from institutional investors through the sale of equity. Students will examine each step in the process from the perspective of the company, founders, and investors, bringing together legal and business theories in order to solve practical issues faced by each party. This class is ideal for students who have an interest in founding, financing, or otherwise working with startups.
READ ABOUT AN EXCURSION TO A SOCIAL FASHION COMPANY
Logistics & Supply Chain Management
Prof. Dr. Stephan Wagner (Logistics & SCM), Prof. Dr. Karsten Thorn (Legal issues of supply and distribution (chains))
Logistics & SCM
Today's businesses are highly outsourced, so managing the "extended enterprise" and creating value outside the corporate walls has become increasingly important. The COVID-19 pandemic and the resulting supply and demand shocks in the supply chain, global supply shortages, or rising costs due to inflation have highlighted the criticality of resilient and efficient supply chains. This has been compounded by various geopolitical tensions that are causing companies to rethink their global supply chain footprint. The overall objective of the elective “Logistics and Supply Chain Management” is to familiarize students with fundamental concepts and recent developments relevant to the management of value chains in a globalized world. Among others, students will obtain the ability to answer questions such as: What to do internally, what to outsource? How to set up sourcing relationships? How to set up supply chains? How to distribute products to customers? How to utilize intermediaries such as logistics service firms to operate supply chains? The elective “Logistics and Supply Chain Management” covers two broad areas:
- Supply Chain Strategy, Design and Digitalization
- Purchasing & Supply Management
Legal issues of supply and distribution (chains)
The course will take a practical course and deal with problems lawyers may face when drafting supply or distribution agreements. In this context, the course will also introduce the typology of such contracts, the main differentiation being the one between short-term relationships such as a sales contract and long-term relationships such as supply or distribution agreements. The issues covered encompass the applicable law including international conventions and trade terms, the obligations of the parties under the contract, the treatment of intellectual property rights, data and business secrets, the liability of the parties, the reasons for the termination of the contract, continuing obligations of the parties after the termination of the agreement and mechanisms for dispute settlement. Special attention will be paid to the potential influence of external legal rules on the contractual relationship between the parties such as product liability, the protection of human rights or the protection of weaker business parties and consumers.
With regard to sales contracts the CISG and INCOTERMS will serve as a pattern while with regard to long-term relations the course will cover supply agreements, dealership agreements, agency agreements and franchise agreements. In this context, the course will also deal with commercial instruments, legal hostages and mandatory rules protecting weaker business parties.
Read about Logistics and SCM 2023
READ ABOUT LOGISTICS AND SCM 2020
Law Without Walls
Prof. Christopher Bisping (Coordinator)
A limited number of students of the Bucerius Master of Law and Business have the chance to participate in Law Without Walls (LWOW). LWOW accelerates innovation and seeds a global community of change agents that are transforming the way lawyers and business professionals partner to solve problems at the intersection of law, business, and technology.
The program is designed to equip experienced and inexperienced talent with new skills and new contacts to make them more successful global business leaders armed with the knowledge and expertise to meet the challenges of the economic pressures, technological advances, and globalization that have dramatically reshaped the legal market (and that will continue to do so in the years to come).
Participants will attend a 3 day in-person experiential learning event, the “LWOW Sprint”, focused on innovation, collaboration, and transformation in March 2025. During the 6-7 weeks leading up to Sprint, students attend a series of interactive training modules (delivered both asynchronously and synchronously) covering key steps of the 3-4-5 Method of Innovation™ (e.g., problem finding and refinement, consumer storytelling, and prototyping and solution ideation). Participation and completion of these modules are mandatory so that students arrive at Sprint with an understanding of the concepts that will be explored over the 3 days and are ready to work alongside experienced law and business professionals to make the most of this opportunity.
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