Federal Income Tax

The goals of the course are for the student to acquire: (1) a broad perspective as to the application and impact of the federal income tax in a variety of transactions; (2) practice in using the legal materials of taxation, especially the Internal Revenue Code and Treasury Regulations; and (3) an understanding of the policies underlying various IRC provisions, i.e., how the tax system is used to influence behavior and thus promote various social and economic policies.

Negotiable Instruments

Course Description

This course studies written instruments which represent money, such as promissory notes and drafts (e.g., checks), as well as guaranties and letters of credit. If certain requirements are satisfied, the person in possession of a note or draft may have superior rights to the transferor and may be able to enforce payment even though the obligor has defenses which would have been effective under contract law. The law with respect to notes and drafts is codified in Articles 3 and 4 of the Uniform Commercial Code, and the course emphasizes problem-solving under these provisions.

The course examines the formal requirements that a note or draft must meet to be deemed negotiable, how the negotiable instrument is negotiated to a holder, and the requirements which the holder must satisfy to be deemed a holder in due course, the bona fide purchaser of commercial paper. The focus then shifts to the various types of liability which may arise on commercial paper: contract, warranty, and tort. The course examines the rights and liabilities of various parties when commercial paper contains forgeries or alterations.

The course also examines the checking account payment system, the bank collection process, and the rights and liabilities of banks and their customers. The course will consider the evolution of alternative payments systems, including the credit-card system, debit cards, wire-transfers, stored-value cards, and electronic money and commerce on the internet, as well as various closed, locally-based payment systems.

Remedies

Course Description

Parties generally do not sue (or seek arbitration) just to have the court declare they were right.  They seek some form of relief.  Remedies studies the different forms that relief may take.   In other words, Remedies is concerned with the “bottom line” of a lawsuit.  Remedies also addresses the litigation strategy that complainants may, or should, pursue in attaining that relief.

Any relief necessarily must relate to the interest protected by the underlying claim on which a party sues.  Those claims are based in contract, tort, unjust enrichment, or breach of fiduciary duty.  The study of Remedies therefore, will show the relationship between the different claims and possible relief.  Thus, studying Remedies allows you to connect the substantive theories you have studied (e.g. contracts and torts and those theories based on contracts and torts) with different forms of relief.  Unlike your substantive courses, which concentrated on the substantive theories, Remedies focuses on the possible relief with substantive theories as the backdrop. Remedies is a good course to view the “forest”, that is, all the trees that go to make up civil litigation.

The different types of relief covered by the course include: Damages, Restitution, and Equitable Remedies of Injunction, Specific Performance, Constructive Trust, Accounting, and Equitable Lien.  While reviewing these remedies, we will concentrate on which is the preferable remedy, considering the harm that the plaintiff has suffered.

Sales of Goods

In this course we will study Article 2 of the Uniform Commercial Code, which covers the Sale of Goods. In your contracts class, you have already looked at some of the sections governing warranties and contract formation. We will expand on these topics and look at such questions as the obligations of the seller and the buyer, remedies, anticipatory breach, conditions, the parole evidence rule, etc. In addition, we will look briefly at the UN Convention on Contracts for the International Sale of Goods. Because the United States is a signatory to that Convention, it is the law in New Mexico governing the sale of goods to Canada and Mexico, and in some circumstances, it overrides the Uniform Commercial Code.

The focus of this course will be practical and we will spend time drafting contracts for the sale of goods. The skills you learn in this context will be useful for drafting all types of contracts.

There will be a final exam.

State and Local Tax

Lawyers who practice in the business and tax areas should be well versed in state taxation. This is especially true in a state like New Mexico where State taxation raises more issues and has as much, or more, affect on planning transactions, than federal taxation.

The State and Local Taxation course will address state tax issues by having students study those issues from both practice and policy perspectives. The course also will focus on statutory construction.

During the initial 4 to 6 classes, class discussions will deal with policy, constitution and overview of taxing systems. Understanding tax policy principles is essential to understanding any taxation, especially state taxation. Because state taxing powers are limited by the commerce and due process clauses of the Constitution, the course will review the relevant court decisions dealing with the constitutional limitations imposed on a state’s jurisdiction to tax, providing the test or standards given to us by the Supreme Court.

The course then will revolve around problems that I will hand out. The problems, which will be the basis for assignment, will involve current issues impacting New Mexico gross receipts and corporate income taxes. Although we are concentrating on New Mexico, the principles, and the underlying statutory provisions, are the same in most states.

Helen Hecht, a nationally recognized state tax law expert, has graciously agreed to participate in the class. Helen is a graduate of the law school, practiced tax law with the Sutin Law Firm and is presently Tax Counsel for the Federation of State Tax Administrators.

Students will be evaluated on class participation and written assignments. Students will be required to complete three or four memoranda of law, or similar projects, analyzing the issues raised by the problems. Helen and/or I will meet with students individually or in groups, as called for, to discuss each project.

There will be no casebook for the course. I will assign cases statues and other materials accessible online or from the library, and handout other reading material.

Tax Exempt Corporations

Course Description

Although the normal belief is that the delivery of goods and services is accomplished by two institutions, government and private industry, that belief is inaccurate. A third sector the nonprofit sector, is a major distributor of goods and services, or the financing force behind the delivery of goods and services. Last year the nonprofit/tax exempt sector accounted for eleven percent of the gross national product in this country.

In the law, the nonprofit sector on the one hand appears the same as any other private organization; on the other hand it is governed and taxed by special rules and laws. The purpose of the course will be to review the special principles that deal with nonprofit organizations and to question the policies for special treatment.

The course will probably be evaluated by means of problems, projects, and/or papers.