Jeffrey J. Haas
Professor of Law
Professor Jeffrey Haas is a leading authority on mergers and acquisitions, corporate finance, securities law, and corporate and business law. He teaches courses in securities regulation, business organizations/corporations, mergers & acquisitions, corporate finance, mutual fund regulation and contracts. Prior to joining the faculty at NYLS in 1996, Jeff practiced corporate and securities law at Cravath, Swaine & Moore and Latham & Watkins.
Jeff believes that it is crucial that law professors—particularly business law professors—“walk the walk” in addition to merely “talking the talk.” “Theory has its place,” according to Jeff, “but it has to be closely integrated into practice-based learning in order to properly prepare our students for the actual practice of law.” Thus, Jeff continues to have one foot firmly planted in the real world in order to enhance his students’ educational experience. Indeed, Jeff has served on boards of directors of public companies for over 20 years, including as Chair of the Board of Trustees of the American Independence mutual fund family and as a board member of the HSBC family of mutual funds. As a result, Jeff also has substantial experience on audit, compensation and nominating committees of boards of directors.
Additionally, Jeff brings into the classroom experiences he garners through the consulting work he performs for a select group of clients. Most of these clients are entrepreneurs and small business owners, such as Doors.com, Gambit Ventures L.P. and the New York Food Truck Association, Inc. “When discussing various types of business entities and the managerial, tax and other implications of each, students react differently when you tell them that you had the exact same discussion with a client earlier that day,” says Jeff. “Moreover, one of the best ways to prepare students for client work is to share the experience you have with your own clients,” Jeff adds.
A drummer by background, much of Jeff’s consulting work stems from his passion for rock and roll music and memorabilia collecting. Through his work with Gotta Have It! Collectibles, Inc. (gottahaveit.com) and its affiliated companies, Jeff has advised on deals involving Bruce Springsteen, Lady Gaga, Jason Derulo, Eminem, The Eagles, The Allman Brothers, Bob Dylan, The Recording Academy (“GRAMMYS”) and The Rock and Roll Hall of Fame. Jeff received substantial media attention in 2018 when he defended—successfully—Gotta Have Rock and Roll.com LLC and its founders against a lawsuit brought by Madonna Ciccone (a.k.a. Madonna) in New York Supreme Court. The case related to a handwritten letter Madonna had received from the rapper Tupak Shakur, her former paramour, while he was serving prison time in New York’s Clinton Correctional Facility. During the litigation, Jeff personally deposed Madonna. After losing at the trial court level, Madonna appealed the decision to the New York Supreme Court, Appellate Decision. However, Jeff and his co-counsel defeated her appeal in a unanimous 5-0 decision.
As a scholar, Jeff’s articles have appeared in the Southern California Law Review, the Michigan Law Review, the Emory Law Review and the University of Pennsylvania Law Review, among others. He has also authored the books Corporate Finance Hornbook (West Academic 2014) and Corporate Finance Nutshell (1st, 2nd, and 3rd editions, Thomson West 2015). He has co-authored the books The Law of Mergers and Acquisitions (5th edition, West Academic 2018), Mergers and Acquisitions Nutshell (3rd edition, West Academic 2019), Investment Adviser Regulation (Thomson West 2008) and Corporate Finance and Governance: Cases, Materials and Problems for an Advanced Course in Corporations (Carolina Academic Press 2006). Jeff received his B.S. summa cum laude from Florida State University (double major in Finance and Classical Civilizations) and his J.D. cum laude from the University of Pennsylvania Law School, where he was a Comment Editor on the Law Review. Jeff also studied at the University of Melbourne in Australia as a Rotary Foundation Scholar.
The Law of Mergers and Acquisitions (5th edition, West Academic 2018) (with D. Oesterle)
Mergers and Acquisitions Nutshell (3rd edition, West Academic 2019) (with D. Oesterle)
Corporate Finance (Hornbook Series) (West Academic, 2014)
Investment Adviser Regulation (Thomson West 2008) (with S.R. Howard)
Corporate Finance and Governance: Cases, Materials, and Problems for an Advanced Course in Corporations (3rd edition, Carolina Academic Press, 2006) (with L.E. Mitchell & L.A. Cunningham & L.D. Solomon)
Corporate Finance in a Nutshell (1st, 2nd, and 3rd editions, Thomson West, 2015)
LAW REVIEW AND OTHER SCHOLARLY PUBLICATIONS
The Heartland Funds’ Receivership and Its Implications for Independent Mutual Fund Directors, 51 Emory Law Journal 153–240 (2002) (with S.R. Howard)
“Introduction (Symposium: Mutual Fund Regulation in the Next Millennium)” 44 New York Law School Law Review 429–430 (2000)
“Small Issue Public Offerings Conducted Over the Internet: Are They ‘Suitable’ for the Retail Investor?” 72 Southern California Law Review 67–143 (1998). Reprinted in 42 Corporate Practice Commentator 419–494 (2000).
“Directorial Fiduciary Duties in a Tracking Stock Equity Structure: The Need for a Duty of Fairness,” 94 Michigan Law Review 2089–2177 (1996)
“Comment, Insights Into Lender Liability: An Argument for Treating Controlling Creditors as Controlling Shareholders,” 135 University of Pennsylvania Law Review 1321–1363 (1987)
NEWSPAPER ARTICLES, PRACTICE MATERIALS, AND OTHER PUBLICATIONS
Nonprofit Directors’ Duties as Endowment Performance Declines, 229 New York Law Journal 4 (January 17, 2003), reprinted as “When the Endowment Tanks: Some Lessons for Nonprofits,” 12 Business Law Today 19–22 (May/June 2003)
“The Allure of Tracking Stocks.” 19 In Brief 8–9 (Spring/Summer 2001)
“Fiduciary Duties of Tracking Stock Directors Under Delaware Law.” 25(5) Director’s Monthly 1 (May 2001)
Moderator/Panelist, “Symposium: Mutual Fund Regulation in the Next Millennium,” 44 New York Law School Law Review 431–520 (2000)
“How Quantum, DLJ and Ziff-Davis Are Keeping on Track with Tracking Stock: Part II,” 3 wallstreetlawyer.com 10–13 (October 1999)
“‘Suitability in the Self-Managed Internet Offering Context,” 2 wallstreetlawyer.com 10–13 (February 1999)
“Introduction to Tracking Stocks, in Acquisitions, Mergers, Spin-offs, and Other Restructurings,” Practising Law Institute, 1993 (with E.H. Steinberger)