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Chinese Corporate and Securities Law: A comparative perspective - LAWS8038
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Faculty: Faculty of Law
 
 
School:  Faculty of Law
 
 
Course Outline: See below
 
 
Campus: Kensington Campus
 
 
Career: Postgraduate
 
 
Units of Credit: 6
 
 
EFTSL: 0.12500 (more info)
 
 
Indicative Contact Hours per Week: 2
 
 
Enrolment Requirements:
 
 
Prerequisite: Academic Program must be either 9200, 9210, 5740 or 9230
 
 
Excluded: JURD7438
 
 
Fee Band: 3 (more info)
 
 
Further Information: See Class Timetable
 
 

Description

There is no other course in the country which deals specifically with the Chinese corporate and securities law. Indeed, most comparative law courses or Chinese law courses do not address in depth the Chinese corporate and securities laws which are so crucial for doing business in China. As an emerging market, China has established a corporate regulatory regime very different from its counterparts in Western countries. There are so many distinctive Chinese characteristics in the corporate and securities laws which foreigners will find very interesting and sometimes puzzling. Recognizing the growing importance of China in the new world economy, this course is developed to addresses an area of both academic and practical importance. It will provide students with an opportunity to study selected issues of corporate and securities laws in greater detail than can be covered in the typical introductory Chinese law course. The course examines the Chinese law by comparison primarily with its Australian counterpart.


LLM Specialisations

Asian Law; Corporate and Commercial Law; Corporate, Commercial and Taxation Law; International Business and Economic Law.

Recommended Prior Knowledge

The course assumes an understanding of the basic principles of corporate and securities laws.

Course Objectives

The primary objective of this course is to develop a sophisticated and practical understanding of a number of relevant areas of law which are concerned with company and securities in China. There are four further "legal system" objectives:
  • To understand the principal institutions in the Chinese legal system and their purpose and functions
  • To familiarise students with the body of Chinese and comparative sources of the law, commentary and criticism in the field
  • To appreciate the contextual factors that influence the operation of the law and the impact the law has on society, politics, the economy and culture
  • To develop your skills in analyzing and applying the relevant law to real legal problems
Students who have successfully completed this course should be able to:
  • Demonstrate knowledge and understanding of the Chinese company law and securities law relevant to the topics covered in the subject
  • Make use of rules and regulations issues by the regulatory bodies when assessing the state of the law
  • Identify and analyze the legal issues that typically arise in the subject area
  • Evaluate legal rules in this area from a comparative perspective

Main Topics

  • Introduction and China at a glance
  • The Chinese legal system
  • Chinese financial markets and regulatory framework
  • Incorporation and Corporate personality
  • Foreign investment enterprises
  • Corporate governance: an overview and assessment
  • Directors' duties and independent directors
  • Bankruptcy laws
  • Fundraising and Disclosure regime
  • Market manipulation and insider trading
  • Takeover (1): the overall framework
  • Takeover (2): takeover offers and Anti-frustration rules
  • Takeover (3): Chinese M&A by foreigners

Assessment

Research essay 6,000 words 100%
 

Course Texts

Prescribed
There is no prescribed textbook for this course, but the specifically edited Course Materials is prescribed. The Course Materials will be available to purchase from UNSW Bookshop.

Recommended
Refer to Course Outline provided by lecturer at the beginning of session.

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© The University of New South Wales (CRICOS Provider No.: 00098G), 2004-2011. The information contained in this Handbook is indicative only. While every effort is made to keep this information up-to-date, the University reserves the right to discontinue or vary arrangements, programs and courses at any time without notice and at its discretion. While the University will try to avoid or minimise any inconvenience, changes may also be made to programs, courses and staff after enrolment. The University may also set limits on the number of students in a course.