MASTER OF LAWS CROSS-BORDER BUSINESS AND FINANCE LAW IN ASIA. International Business Law: An Asian Perspective

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1 MASTER OF LAWS CROSS-BORDER BUSINESS AND FINANCE LAW IN ASIA Course Code: LAW 634 Course Title: International Business Law: An Asian Perspective Instructor : Pasha Hsieh Title : Assistant Professor pashahsieh@smu.edu.sg Date Submitted: 10 September 2015 PRE-REQUISITE/CO-REQUISITE/MUTUALLY EXCLUSIVE COURSE(S) None GRADING BASIS Graded COURSE UNIT 1 CU FIRST OFFERING TERM Academic Year: AY2015/2016 Academic Term: Term 2

2 COURSE DESCRIPTION The development of international business serves as a vital factor in the expansion of multinational enterprises and national economic growth. This is particularly important for Singapore and other Asian countries that have adopted an export-oriented policy and promote the export of goods and services in international markets. It is thus critical for lawyers and business leaders to understand the legal aspects of domestic and international transactions, as well as global trade regimes. To this end, the course will provide an overview of legal issues that apply to the sale of goods transactions, the meanings and applications of trade terms such as CIF and FOB, and methods of financing sales. In addition, the course will discuss the resolution of commercial disputes and regulatory issues involving trade barriers to foreign direct investments and WTO/FTA rules. It is expected that students will examine international business cases and problems from an Asian perspective, gain presentation and advice-giving experience and, learn to utilize legal concepts to improve the decision-making process to manage transnational business. LEARNING OBJECTIVES By the end of this course, students will be able to: Develop an understanding of contemporary issues in international business law in Asia Provide preliminary advice on commercial disputes and trade barriers from national and international law perspectives RECOMMENDED TEXT AND READINGS Principal Texts: 1). Ray August, Don Mayer and Michael Bixby, International Business Law: Texts, Cases and Readings (6th ed., Pearson International Edition 2012) (Recommended purchase), Chs 3, 4, 7, 10, 11, 12 [August] (Recommended purchase) 2). Benny S. Tabulujan & Valerie Du Toit-Low, Singapore Business Law (6th ed., CommAsia Resources 2012), Chs 2, 15, 19 [Tabulujan] Students are not expected to purchase these texts. The instructor has arranged for them to be placed on course reserve.

3 ASSESSMENT METHOD Class Participation: 20% Class Presentation Group Presentation: 20% Class Presentation Individual Essay: 20% Final Research Paper: 40% There is no examination for this course. INSTRUCTIONAL METHODS AND EXPECTATIONS Class Participation (20%): Every student is expected to read the given case or articles assigned for class-room discussions. Grading criteria is not solely based on the frequency of participation but also on the quality of meaningful input in the discussions. Class Presentation Group Presentation (20%): Students will be assigned to their project teams by the instructor. The presentation should not exceed 50 minutes. Class Presentation Individual Essay (20%): The individual essay requires students to answer all of the class presentations questions assigned to the group. The essay should be in the form of legal memoranda and the length should be between 1,000 and 2,000 words. Final Research Paper (40%): Students may choose any legal topic related to international business law. The final research paper should be between 5,000 and 7,000 words, excluding footnotes. On the first page, the paper should include the student s full name and a 120-word abstract that clearly identifies the legal issues of the paper. References should be included in footnotes instead of endnotes. For the format of the paper, students may refer to articles in the Singapore Yearbook of International Law: The paper should be submitted to the e-learn/dropbox. Important: Academic Integrity All acts of academic dishonesty (including, but not limited to, plagiarism, cheating, fabrication, facilitation of acts of academic dishonesty by others, unauthorized

4 possession of exam questions, or tampering with the academic work of other students) are serious offences. All work (whether oral or written) submitted for purposes of assessment must be the student s own work. Penalties for violation of the policy range from zero marks for the component assessment to expulsion, depending on the nature of the offence. When in doubt, students should consult the instructors of the course. Details on the SMU Code of Academic Integrity may be accessed at COURSE SCHEDULE Session Topic Readings (tba) Introduction The concept of international sales and the role of law; the principle of contracts involving cross-border transactions Domestic Sales The application of the SGA; the duties of buyers and sellers; the transfer of property; fair trading legislation International Sales CISG and UNIDROIT principles; the interpretation of CISG and cross-border contracts; the obligations of buyer and sellers in comparison with SGA rules; the passing of risks and remedies Transportation and Financing The meanings of trade terms (FOB & CIF); issues of the carriage of goods by sea such as the bill of lading and a carrier s duties and liability; maritime liens and insurance; the application of the letter of credit Multinational Enterprise The extraterritorial application of unfair competition laws/anti-trust laws and tort and product liability laws; anti-corruption laws such as the US FCPA

5 Dispute Settlement Introduction to Asian legal systems; the role of international tribunals in commercial disputes; the WTO dispute settlement mechanism; the sovereign immunity defense involving SOEs; rules of conflicts of law and forum non conveniens WTO Rules and Cases Principles of MFN and national treatment; GATT Art. XX exceptions; the impact of antidumping and subsidies on businesses Group Presentations Asia-Pacific FTAs Recent development in FTAs and their implications for trade in goods and services, intellectual property, foreign investment and dispute settlement; cases studies on ASEAN, FTAs of Korea and Singapore, and legal services liberalization Course wrap-up and review