The "course plus"

January 27, 2010Duke Law News

Destiny Duron Deas ’08 spent a 3L semester at Peking University on her way to acquiring a dual JD and MA in East Asian studies. All are relevant to her decision to launch her own consulting business following an appellate clerkship; based in her hometown of Shreveport, La., she helps U.S. companies forge manufacturing connections in China.

But Duron Deas credits a simulation-based seminar taught by Professor John Weistart and Senior Lecturing Fellow J. Scott Merrell, a supplement to Weistart’s Commercial Transactions class, with giving her the confidence to start her business.

“What we did in that seminar — Strategies in Commercial Transactions — I do right now day-to-day,” says Duron Deas of the interactive exercises that involved students in negotiations and strategic decision-making. “It demystified commercial transactions.

“I don’t know that I would have had the same confidence in myself and my ability to figure out an answer to a problem had I not taken the seminar. It was great having professors say, ‘This worked, this didn’t.’ You aren’t going to get that kind of feedback or that kind of criticism in the real-world setting. They asked really hard questions and pushed us and said, ‘Now if this was in real life, this would go on.’ It was great.”

“That’s about as good as it gets — when you can see a line of sight between experience in the classroom and something that happens in a former student’s professional life,” says Merrell, of counsel at Hutchison Law Group in Raleigh and the former senior vice president, secretary, and chief legal officer at RTI International. “It’s great when they can draw back and make an immediate connection with something they’ve learned.”

Giving students a nuanced appreciation of what is involved when commercial transactions play out in the real world is exactly what Weistart was aiming for when he partnered with Merrell in crafting the seminar, which is open to a small number of students enrolled concurrently in his larger lecture-based class.

“It was my perception, over a long period of time, that the law I was teaching was much more nuanced and interesting in the real world than in the form it was taught in the classroom,” says Weistart, who pioneered this “course plus” method of teaching at Duke. “Academic classes tend to be context neutral. But in the real-world application of the rules relating to commercial transactions, there are a lot of strategic decisions to be made. If I undertake one course of action in pursuit of a certain goal, what will be the trade-offs in other parts of my business?

“In the seminar we embrace the theory taught in the class and then ask the next question: ‘What constraints will arise in the real world to limit the application of that theory?’”

The centerpiece of the seminar is a simulation involving a company that seeks to upgrade its production technology in order to reduce waste and errors and maximize production and profit. “This company is facing the same problem that virtually every company does, which is to try to gain access to capital for growth,” Merrell observes. In a series of exercises, students variously assume the roles of corporate principals, officers and directors, bankers, shareholders — venture capitalists — and board counsel, and have to investigate and negotiate terms of financing, advise clients, and secure shareholder approval for their actions, all while making strategic trade-offs and navigating competing interests, goals, and potential conflicts. Weistart and Merrell add twists to the problem as the seminar progresses so that the parties have to continually reassess their positions.

“It’s rarely in anyone’s good fortune to have the path originally embarked upon be exactly the path they follow,” says Merrell, who adds that he has seen all of the scenarios used in class play out in practice — though on occasion, his students come up with creative solutions to problems that didn’t occur to the real players.

“That’s one of the great benefits and rewards of doing this seminar,” he says. “The creative energy students bring to questions that the profession grapples with helps you realize there are different ways to do this.”

Merrell’s practitioner’s insight adds tremendous value to the seminar, says Weistart.

“Among other things, Scott is very good at pointing out the various ethical conflicts that seep into any complex business transaction — they can be very subtle. He can see the strategies that have significant ethical components. And that’s the real world.

“This is a way that a law school can provide added value to students’ experience,” Weistart remarks of partnering the simulation-based seminar with an academic course. “Students’ jobs aren’t on the line, but they are being guided and mentored.” A number of practical benefits flow from that, he adds.

First, when students are asked to identify with a specific interest in the problem and make decisions for it, advocate it, and then exercise their skills at negotiation and presentation to get the results they want, they gain a deeper understanding of the rules they learn in the Commercial Transactions class, which they frequently bring back in a constructive way to elevate the larger classroom discussion.

Second, they build solid practical skills. “We expand the number of skills they come away with,” says Weistart. “We’re talking about negotiating skills, decision-making skills, persuasiveness skills, motivational skills. By the time they head into practice, they have had a much broader exposure to the vocabulary and concepts and legal devices that their supervising partners are talking about than would be typical for a JD graduate.”

Perhaps more significantly, he points out, the exercises often uncover students’ skills and strengths that can be overlooked in traditional classes.

“There are people in our student body who have exceptionally strong skills in areas of strategy, organizational behavior, decision making, and execution that they don’t get to exhibit when they are evaluated solely on the traditional grounds used in the large classroom.” He credits Merrell, in particular, with offering direction to students to help them maximize their use of these skills in practice. “Scott plays an important role in mentoring students who are thinking about going into these areas — helping them figure out which part of commercial financing they are most attracted to [or have a particular facility for], and how they might move in that direction.”

Duron Deas agrees with Weistart’s assessment on all counts. “It was the biggest confidence boost for me to have them affirm my style of negotiating and communicating and the way I saw the problems. I had no idea how that would translate,” she says.

“It’s not enough to know the law and the way things should work. [The simulations] affirmed that a lot of what we do as lawyers and in the business realm is personal relations. It’s the ability to talk and to communicate in a way that is pleasing to other people and that persuades them, regardless of what the law says.”
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