James L. Carey

James L. Carey

Professor and Graduate Program Corporate Law and Finance Director

B.A. University of Michigan, 1991
J.D. University of Michigan, 1998


James Carey is a Professor at the Thomas M. Cooley Law School. Professor Carey joined the faculty of the law school in 2005 and principally teaches at the Auburn Hills campus. Professor Carey teaches Business Organizations, Wills, Trusts and Estates, and Securities Regulation. He will also teach a business transactions class in the Corporate and Finance LLM program.

Professor Carey focuses on business law courses and issues. He is the official reporter for the Michigan State Bar Business Corporation Act Legislative Drafting Committee and the official reporter for the Michigan State Bar Limited Liability Company Act Legislative Drafting Committee. In these capacities, Professor Carey has assisted in the drafting of several legislative bills and has testified before committees of the Michigan House and Senate regarding these bills. Professor Carey was also the principal draftsperson for the Amicus Brief of the Business Law Section of the State Bar of Michigan for the Michigan Supreme Court Case MILLER V. ALLSTATE (docket numbers 134393 and 134406, 2008).

Professor Carey is also one of Cooley’s faculty coordinators for our Service to Soldiers legal referral program. Professor Carey previously served in the U.S. Army Reserve and was assigned to a Legal Support Organization where he worked with military lawyers on military legal matters. Professor Carey has a strong interest in working with our service members and enjoys working with students who have a past or future interest in the military.

Prior to joining the Cooley faculty, Professor Carey worked as Of Counsel in the Business Transactions Group of Dickinson Wright PLLC (Ann Arbor, Michigan) and as an Associate with the Corporate and the Insurance Services groups of Sidley Austin Brown & Wood LLP (Chicago, Illinois). His major areas of practice included counseling operating companies, insurance companies and banks on corporate governance, mergers and acquisitions, lending/borrowing, corporate finance, securities offerings, and regulatory matters. He has also served as a summer associate at Sidley & Austin (Chicago, Illinois), a law clerk for the 19th District Court (Dearborn, Michigan), an intern in the Senate Majority Office (Lansing, Michigan), and an assistant legal investigator at Dykema Gossett (Detroit, Michigan).

Professor Carey was also a stock broker at Dean Witter Reynolds (now part of Morgan Stanley); a district manager at Financial Services of America, and the executive director of the charitable DeMolay Foundation of Michigan. He also owned and operated his own business, CJL Computer Services.



James R. Cambridge, James L. Carey & Daniel H. Minkus, Recent Amendments to the Michigan Limited Liability Company Act, 31 Mich. Bus. L.J. 10 (Summer 2011).

Book Reviews and Other Short Works

James L. Carey, Stockbroker Liability, 2009 Emerging Issues Analysis 4670 (Dec. 2009).

James L. Carey, Shareholder Oppression Actions, 2009 Emerging Issues Analysis 4669 (Dec. 2009).

James L. Carey, Common Ways Shareholders Lose their Limited Liability – How to Help your Clients Avoid Being Liable for the Debts of the Company they Own, 2009 Emerging Issues Analysis 4668 (Dec. 2009).

James L. Carey, Updating Confidentiality and Nondisclosure Agreements in Light of SEC v. Cuban, 2009 Emerging Issues Analysis 4667 (Dec. 2009).

James L. Carey, Social Networking Websites: Will the Securities and Exchange Commission Want to be Your Friend?. http://law.lexisnexis.com/practiceareas/Business/Social-Networking-Websites-Will-the-Securities-and-Exchange-Commission-Want-to-be-Your-Friend (Jul. 2009)

James L. Carey, The “Full Disclosure” Recommendation in Private Transactions, 2009 Emerging Issues Analysis 3481 (Apr. 2009).

James L. Carey, Writing Better Contracts with Service Providers, 2009 Emerging Issues Analysis 3480 (Apr. 2009).

James L. Carey, Financial Assets with Beneficiary Designations – Complications to Consider in Estate Planning, Expert Commentary (May 2008) (available at Lexis, Expert Commentaries library, ALLEC file).

James L. Carey, Securing the Material Deduction for Non-U.S. Citizen Spouses – the Qualified Domestic Trust (QDOT), Expert Commentary (May 2008) (available at Lexis, Expert Commentaries library, ALLEC file).

James L. Carey, Update the Boilerplate: Some Thoughts when Contracting with Service Providers, 113 Det. Leg. News 46 (May 2, 2008).

James L. Carey, Confusing ‘Learned Professions Doctrine’ Heard by Supreme Court in Licensee Case, 22 Mich. Laws. Wkly. 3 (Apr. 21, 2008).

James L. Carey, Broker Liability, Due Process (Nov. 2007), http://www.dueprocess.tv/cooley/Broker_Liability.pdf.

Other Writings

Amicus Curiae Br. of the Bus. L. Sec. of the St. B. of Mich., Miller v. Allstate Ins. Co. (481 Mich. 601, 751 N.W.2d 463 (2008)).


James L. Carey, Presentation, Business Legislation Update (Grand Rapids, Mich., ICLE’s 24th Annual Business Law Institute, May 4, 2012).

James L. Carey, Presentation, Business Legislation Update (Grand Rapids, Mich., ICLE’s 23rd Annual Business Law Institute, May 6, 2011).


Real-World Experience

Specialties: Corporate Governance, Mergers and Acquisitions, Lending/borrowing, Corporate Finance, Securities Offerings, and Regulatory matters

Courses: Business Organizations, Wills, Trusts and Estates, and Securities Regulation, Business Transactions in the Corporate and Finance LLM program

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