Inside HLS: News and Views From Campus:

Value Innovation

Holger Spamann brings new thinking to the structure of his class and casebook

During his nearly 10 years on the Harvard Law faculty, Holger Spamann S.J.D. ’09 has always enjoyed teaching corporate finance, but he’s also found it challenging.

Some students have worked as traders at hedge funds or in private equity and others have been newly minted English majors who haven’t thought much about business concepts. One was a math professor while others haven’t had algebra since high school.

“You have to somehow get them on the same page and do something that’s useful for everybody,” said Spamann, who was appointed a tenured professor in 2016 after joining the faculty as a lecturer and co-executive director of the HLS Program on Corporate Governance in 2009 and becoming assistant professor in 2011. “That’s not easy.”

The solution he has been exploring this year is a corporate finance course divided into four different modules, any of which students can opt out of depending on their knowledge level.

A student who comes in with a great deal of experience in the field will be able to skip the initial module on basic valuation. Subsequent modules cover diversification and market efficiency, capital structure, and then finally auctions and market design. Students who want to only dip their feet can opt out of later modules.

Spamann, who also earned a master’s and Ph.D. in economics from Harvard and practiced briefly as an M&A attorney, says his background in economics informs his approach to corporate finance and how he teaches the subject.

“I tend to think, at the law school stage, the most important things students can take away are the concepts because the terminology, the vocabulary, they’ll pick that up as they enter different practice areas,” Spamann said. “The conceptual stuff is hard to learn and that requires some concentrated exposure.”

The modular corporate finance course isn’t Spamann’s only recent pedagogical innovation. He’s also developed a new kind of corporations casebook, available both in book form and online.

Spamann said he wanted to develop a set of materials that emphasizes cases less and focuses more on getting students to work on actual problems inspired by business issues and financial problems. “It’s learning by doing,” he said.

There’s no reason that a professor should stand on a stage and lecture to students.


Professor Guhan Subramanian J.D./M.B.A. ’98, who is co-author of a leading casebook on corporate law, said he was “very impressed” with what Spamann developed and decided to adapt this “great compilation of cutting-edge materials” for his own corporations course.

 

Spamann did a particularly good job integrating examples about current companies such as Facebook and Google that students can relate to and more problems that tee up discussion about issues practitioners face, said Subramanian, who also has a tenured professorship at Harvard Business School.

Exercises—rather than lectures—should also be the priority in the classroom, Spamann believes. “In this day and age, there’s no reason that a professor should stand on a stage and lecture to students,” he said. “It’s a waste of time. In class, do exercises; it’s much more effective in helping students understand concepts and apply them.”

The online course materials are available for free on Harvard Law School’s H2O open course material platform. (Spamann also has a website—simplifiedcodes.com—offering free, more accessible versions of the Delaware General Corporation Law and a guide to the Federal Proxy Rules.)

A print version of the casebook Spamann and Subramanian developed is available for sale at a price far below that of more traditional ones.

Spamann said they’re still trying to figure out the best way to make the materials as widely accessible as possible, particularly for foreign audiences. “It’s a work in progress.”