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This subject examines the legal issues and practical challenges that arise in relation to a cross-border transaction with China. Students will work through a type of foreign investment transaction (a joint venture), which will be used as a point of reference throughout the subject. In this way, students will develop an advanced and integrated understanding of the nature of a cross-border transaction with China (involving a foreign investor and assets in China) and also the legal issues that are relevant to each stage of the transaction. These issues will include the following:
- The legal and regulatory framework for foreign investment in China
- The different ways in which foreign investment is structured, including joint ventures and acquisitions
- The various stages of a foreign investment transaction in China
- Key legal issues arising in relation to documentation, including the impact of foreign investment law, contract law, property law, company law and private international law
- Mechanisms for resolving disputes, including arbitration clauses
- The regulation and role of lawyers in a deal with China and the theory behind the skills that they require, including advisory skills, drafting skills, cross-cultural communication skills and negotiation skills.
Principal topics will include:
- The Chinese legal system and foreign investment environment
- Preliminary agreements and deal stages
- Investment forms and company law
- Merger control
- Contract law
- Property law
- Dispute resolution
- Termination, insolvency and winding-up
- The role of lawyers
- Skills—drafting, negotiation and cross-cultural communication skills.
Intended learning outcomes
A student who has successfully completed this subject will have an advanced understanding of, and be able to critically analyse:
- Fundamental aspects of the practice of commercial law from the perspective of a foreign investment transaction with China and the importance of understanding the different models and approaches;
- The structure and operation of the Chinese legal system;
- The interaction and different dynamics between policy, legal systems and commercial laws in China;
- Practical commercial dispute resolution and contract management;
- The role of commercial lawyers and the importance of developing a commercial awareness so that lawyers can function effectively as legal advisors in a cross-border context;
- The challenges facing lawyers practising in a foreign jurisdiction; and
- Practical case studies relating to business and investment in China.
Last updated: 10 November 2023