Curriculum and Course Offerings

STL’s dual degree J.D./J.M. curriculum offers unmatched depth in complex corporate and regulatory topics, commercial and international dispute resolution, and comparative legal traditions taught by an exceptionally distinguished multinational faculty.  Students are encouraged to pursue their individual interests from the wide variety of courses in STL’s curriculum.

The following are concentrations by subject matter. Clicking on each reveals courses within the concentration.

Business and Commercial Law

China Law and Practice

Core Foundation Courses

International, Foreign, and Comparative Law

Juris Master Courses (in Chinese)

Public Interest Law

Transnational Practice and Dispute Resolution

STL Course Offerings

Course: Advanced Mergers & Acquisitions

Professor: Seth Chertok

Mergers and Acquisitions (“M&A”) law is one of the fundamental building blocks of American corporate law, and by far the most common area of corporate law practice for associates and partners. Although M&A law is impacted from many different angles, Advanced M&A will be taught primarily from the perspective of advanced corporate governance.

The goal of Advanced M&A will be to cover some additional advanced topics that students might encounter in their M&A practice. The course will begin with a deep look at hostile bids and takeovers. Students will analyze all aspects of the fight that ensues between the insurgent and the target board, including the tools at the hands of insurgents used to take control, as well as the arsenal of the board’s takeover defenses.

The class will then consider the corporate governance rights and responsibilities of shareholders in M&A transactions. Sample topics that students will consider include a controlling shareholder’s rights to sell for a premium or oppose a sale that would benefit minority shareholders, as well as a board’s duties and rights to oppose a controlling shareholder’s sale or no sale decisions. Advanced M&A will then conclude by looking at various forms of controlling shareholder M&A transactions that are suspect, and how independent bargaining structures can potentially cleanse such suspect transactions.

Course: Advanced Transnational Law
Professor: Varies

This upper-level required course provides advanced knowledge of transnational law, building upon basic principles studied previously in the first year Transnational Law course, including public international law, comparative law, transnational commercial law and private international law (conflicts of law).  It focuses on aspects of transnational law relating to economic globalization and to dispute resolution mechanisms for both state and non-state actors.

Course: Administrative Law
Professor: Danya Reda

This course examines the law of the administrative state. In the contemporary United States, government is carried out through hundreds, if not thousands, of governmental agencies, wielding power not only over the economy at large but over the lives of every American. Administrative agencies have broad regulatory powers to make rules having the force of law, to adjudicate, to empower individuals as well as to prosecute them. This course is concerned with the law that defines, shapes, and legitimates these powers. The course reflects on how the law manages the tension between “rule of law” values (e.g., procedural regularity, accountability, and substantive limits on arbitrary action) and the desire for flexible, effective administrative governance. The course explores the place of agencies in the U.S. constitutional structure, the source and authority of agency power, the procedures necessary for agency policymaking, and judicial review of agency decision-making.

Course: Ambiguity – The Problem of Bilingual Contracts
Professor: Preston Torbert

This course reviews and discusses many specific examples of ambiguity. Students learn to identify the various forms of ambiguity in bilingual contracts (and English-only contracts) and how to eliminate them. The readings introduce students to the major types of ambiguity and both current and novel suggestions for overcoming them.

Course: Analytical Methods for Lawyers
Professor: Douglas Levene

This course introduces students with little or no quantitative background to basic analytical techniques that attorneys need to master to represent their clients effectively. The class covers decision analysis, games and information, contracting, accounting, finance, microeconomics, and economic analysis of the law.

Course: Banking Law
Professor: Marcus Cole

This course examines the legal and regulatory system governing financial institutions, with an emphasis on banks. It will do so by exploring the underlying economics of banking, and the ongoing efforts around the world to reform financial regulation. Questions addressed will include: Why do we regulate financial institutions? What dangers do we want to avoid? How well do the current regulatory systems achieve what we want to achieve? What alternative approaches can be taken? What are the costs and benefits of the current system, and those of the alternatives?

Course: Business Associations
Professor: Nitzan Shilon

This course surveys the role of legal controls on business organizations, with an emphasis on executives, directors and controlling shareholders of public corporations.  Aspects of the law of agency, partnership, and closely held corporations are reviewed to highlight continuities and discontinuities with the publicly held corporation.  Topics include basic accounting and basic corporate finance, limited liability, creditor protection, shareholder voting, executive compensation, fiduciary duties, shareholder lawsuits, and control transactions.  The emphasis throughout is on the economic analysis of legal rules as a set of constraints on corporate actors.

Course: Capital Market Transactions in Hong Kong
Professor: Norman Ho

This course is designed for students interested in working as corporate attorneys focusing on international capital markets transactions in Hong Kong. The course provides students with a substantive and practical overview of common equity capital markets transactions (e.g., Hong Kong IPOs, block trades) and debt capital markets transactions (e.g., high-yield bond issuances, dim sum bonds, convertible bonds). Students are introduced to common deal documentation in such transactions and learn drafting and negotiation skills that will help prepare them for future careers as transactional attorneys practicing in the region.

Course: China-Africa Dispute Settlement in Trade, Investment and Commerce
Professor: Won Kidane

This course introduces students to the fundamental principles of dispute settlement, especially international arbitration, in international trade, investment, and commercial transactions, in the context of contemporary China-Africa economic relations.

Course: China & the WTO
Professor: Francis Snyder

China’s accession to the World Trade Organization (WTO) in 2001 was an event of worldwide historical significance. This course examines the structure and process of accession, China’s WTO rights and obligations, participation in the WTO, notably in the dispute settlement mechanism, implementation and impact of WTO law, and implications for international trade and global trade governance.

Much of the course is based on WTO litigation involving China and/or case studies drawn from sectors such as toys, textiles, raw materials, automobiles, and high tech industries, and/or from topics such as anti-dumping, environment, food safety, technical standards, intellectual property, and regional integration. The course explores major dilemmas for WTO law today, such as relations between economic globalization and the rise of legal pluralism, conflicts between international integration and national sovereignty, potential contradictions between globalism and regionalism, and the search for fair trade and social justice. By this method, the course aims to understand the opportunities and challenges of China’s participation in the WTO.

Course: China Law & Business
Professor: Varies

The growing importance of China in the global economy demands anyone who aspires to fully understand China law and business to look at the topic from both domestic and international perspectives. This introductory course aims at helping students inside and outside of China to acquire the international perspective by (1) analyzing how foreign investors look at key aspects of the Chinese legal system and business environment in China, and (2) examining Chinese legal rules and principles in selected business-related areas that are of interest to foreign investors. These areas include intellectual property, dispute resolution, foreign investment, mergers and acquisitions, anti-monopoly law, and environment. Through active class participation and analysis of business case studies, students will learn both the law on the books and the law in action in China, as well as strategies that businesses could use to overcome limitations in the Chinese legal system. Leaders from the legal and business communities will be invited to share their experiences and insights.

Course: Chinese as a Foreign Language
Professor: Varies

This course is designed for students who have no prior experience in learning Chinese or have learnt Pinyin and mastered a small vocabulary, but cannot express in fluent and complete sentences. The emphasis of the course is mainly put on learning Chinese phonetics and basic Chinese grammar, developing listening, speaking, reading and writing skills. By the end of the course, students will be able to speak more than 600 Chinese words and expressions and write over 400 Chinese characters. Students are also expected to be able to make conversations and presentations on simple topics and acquire basic communicative skills in Chinese.

Course: Chinese Judicial Reform from a Comparative Perspective
Professor: Susan Finder

STL, as a law school in Shenzhen, has a unique vantage point from which to consider and monitor the implementation of China’s judicial reforms, because Shenzhen has been selected as the location of one of the Supreme People’s Court’s Circuit Courts as well as for many judicial pilot projects.

This course will consider Chinese judicial reforms in the wider context of judicial reforms of developing economies as well as the context of China’s history, political system, and society. It will give students an overview of the issues involved chance to learn more about the judicial reforms from a variety of viewpoints, including from some of the Shenzhen-based participants themselves. Some of the topics to be covered include the role of the circuit courts, splitting jurisdiction from administrative areas, and judicial autonomy/independence.

Course: Civil Procedure I and II
Professor: Ray Campbell and Danya Reda

This course looks at civil legal procedure – the process through which private legal rights are enforced – with a particular focus on the U.S. Federal Rules of Civil Procedure.  By the end of the course students have a basic understanding of the core provisions of the Federal Rules of Civil Procedure, as well as a general understanding of the issues related to procedural justice.

Course: Client-Lawyer Interactions
Professor: Elie Vannier

This course puts students through several “real life” experiences and situations of lawyer/client interaction. Students initially tend to be destabilized by the apparent unpreparedness of both clients and lawyers, and the fact that clients might not be transparent or even reliable in their description of facts, circumstances and intentions. Students will learn how to cope with missing or biased information and frustration. They will discover during this course what are the roles, responsibilities and limits of each of the actors.

Course: Commercial Sales: US and International
Professor: Clayton Gillette

This course examines the law governing the domestic (United States) and international sale of goods as regulated by the Uniform Commercial Code (UCC) and the UN Convention on Contracts for the International Sale of Goods (“CISG”). The course will emphasize the use of statutory default rules to define the commercial relationship and to allocate commercial risks. There will be explicit consideration of how legal doctrines distinguish among different types of commercial relationships and the use of contractual clauses to overcome obstacles to trade. Specific topics include contract formation, acceptance and rejection of goods, contract interpretation in business transactions, warranty liability, remedies, risk of loss, and commercial impracticability. The class will compare and contrast how the UCC and the CISG deal with these issues. The class will also pay particular attention to broader questions such as the way in which legal doctrines facilitate long-distance transactions, the importance of non-legal enforcement mechanisms such as reputation, and the desirability of uniform commercial law.

Course: Commercial Transactions
Professor: Marcus Cole

This course involves a study of the basic structure of the law governing commercial transactions. The course serves as an introduction to debt arrangements, bankruptcy, secured lending and payment systems. Particular attention is given to the use of the law to allocate losses among commercial parties and to promote or disadvantage particular interests. An important objective of the course is developing student skills in dealing with highly integrated statutes, with particular emphasis on the provisions of the Uniform Commercial Code.

Course: Constitutional Law I and II
Professor: Stephan Jaggi

The first half of this two-quarter course introduces participants to historical, political, and legal developments in U.S. constitutional law, principally in the areas of individual rights and liberties and judicial review. The second quarter covers Federalism and Separation of Powers. Both provide an introduction to U.S. constitutional history with special emphasis on the historical, political, economic, and social circumstances under which American constitutional law has developed. The course explores some of the fundamental ideas underlying the American Constitution as well as the factors and processes that have shaped and changed American constitutional law over the years. A further dimension of understanding is achieved by referring to comparable developments in European, and in particular German, constitutional law.

Course: Contracts I and II
Professor: Mark Feldman

This two-quarter course examines the formation and interpretation of contractual agreements under U.S. law (common law and Uniform Commercial Code (UCC)) and international law (United Nations Convention on Contracts for the International Sale of Goods (CISG)). The course also explores issues concerning the avoidance of contractual obligations and remedies for the breach of contractual obligations.

Course: Corporate Finance
Professor: Nitzan Shilon

This course provides students with an understanding of the basic corporate financial concepts and tools that are important for lawyers who practice business law. This course includes studies of the basic techniques used in valuing projects and businesses; the distinctive characteristics of corporate securities; the principles guiding the determinants of capital structure; and the factors influencing decisions to pay dividends and repurchase stock. This course also includes an examination of the impact of theories of finance on legal rules, including portfolio theory, asset pricing models, and efficient market theory.

Course: Corporate Governance from the Global Perspective
Professor: Sang Yop Kang

The first step toward understanding the complicated world economy is to understand a very modern organization: the corporation. Corporate governance studies the conflict between managers and directors, shareholders, and other stakeholders. In every corporation, we see a dynamic power play and “politics” among these constituencies. This course covers two agency problems in the corporate context: (1) managers (and directors) v. shareholders; and (2) controlling shareholder v. minority shareholders.

Course: Criminal Law I and II
Professor: Nicholas Frayn

Through the study of individual cases from multiple jurisdictions, this course develops understanding of the key elements of American criminal law: actus rea, (intent), mens rea (the act) concurrence and causation. The course examines the evidence and factors that courts and juries consider in determining the culpability of a defendant, and possible defenses a defendant might raise to a particular accusation. The course pushes students to think about the principles that have led the U.S. to structure its criminal justice system in the way that it has, and whether or not it is effective in realizing those principles.

Course: Criminal Procedure
Professor: Nicholas Frayn

The course will survey the entire American criminal process from investigation and arrest to sentencing. The course will cover the Bill of Rights and a comparison of adversarial vs. inquisitorial systems and will present a broad overview of criminal procedure, including arraignment, pretrial detention and release, discovery, right to counsel, right to trial by jury, pretrial motions, trial, and the roles of judge and jury. The course will also concentrate on search and seizure, interrogation and confession, and suppression of evidence under the Fourth, Fifth, and Sixth Amendments to the U.S. Constitution, following the case of a single defendant from arrest to conviction and sentencing.

Course: Cross-Cultural Negotiations
Professor: Ray Campbell

All lawyers negotiate, no matter which practice specialty they choose. They negotiate on behalf of themselves and on behalf of clients. This course reviews the theory related to negotiation and promotes skill development by (i) using a context sensitive model of preparing for and conducting negotiations, and by (ii) working through exercises and mock negotiations that allow the students to put into practice what they have learned.

Course: Deal Documentation
Professor: Douglas Levene

This course teaches the basic elements of a business contract and provides students with writing exercises in which they apply the materials presented. There is one class session each week with Professor Levene; students then meet in small groups sessions with a C.V. Starr Lecturer. In the small group sessions, the C.V. Starr Lecturer goes over the homework assignments and gives additional exercises for the students to practice drafting skills.

Course: Discrimination and the Law
Professor: Stephen Yandle

American law has a peculiar history in regard to discrimination on the basis of an individual’s characteristics (e.g., race, gender, national origin, religion, sexual orientation). This course will examine the history of American law and discrimination from the founding to the current day, looking at discrimination/anti-discrimination in legislative actions (including citizen initiatives), administrative interpretations and judicial decisions. Since the breadth and depth of issues are too great for comprehensive coverage in a single course, the course will focus on discrimination in education as an illustrative microcosm.

Course: East Asian Economic Structures: Law and Economics
Professor: Sang Yop Kang

This course mainly covers economic structures of three East Asian countries (China, Japan, and Korea) from the perspective of law and economics. In addition, this course also covers economic issues of South Asian countries, which are related to the Chinese economy (e.g., overseas Chinese). This course analyzes similarities and differences among three East Asian countries which share culture, philosophy (Confucianism), and history. Ownership structures, corporate groups, financial systems, corporate governance features, and the role of governments in economic development will be examined. In addition, this course analyzes the Asian financial crisis. Moreover, U.S. economic structure and concepts of corporate governance are compared as well.

Course: Economic Analysis of Corporate Law
Professor: Sang Yop Kang

It is almost impossible to understand modern corporate law and securities regulations without understanding fundamental concepts of economics and finance. This interdisciplinary course focuses on the interplay of law, economics, and finance.

Course: Emerging Chinese Evidence Jurisprudence from Comparative Perspectives
Professor: Thomas Man

This course provides an introduction to the emerging Chinese evidence jurisprudence embodied in legislative enactments, judicial interpretations and practices as well as academic studies. This introduction is framed within a broader comparative context of evolving evidence laws and practices in Western legal and judicial systems, particularly the United States and leading European jurisdictions.

Course: Equal Protection Law
Professor: Mark Rosenbaum

This course explores U.S. Fourteenth Amendment jurisprudence in the area of equal rights and liberty. Questions examined include: the meaning of constitutionalism and rule of law; do rights exist and how are they to be determined?; can rights change based on contemporary values?; the relationship between the majority and racial, ethnic, gender and sexual orientation minorities; do protections exist against discrimination?; what is the meaning of liberty and how can liberty be protected and nurtured?; do rights exist if they’re not specified in a constitution?

Course: European Union Law
Professor: Francis Snyder

This course provides a thorough introduction to EU law and institutions, and the main EU policies, including external relations. The course gives special attention to the creation, regulation and management of the EU model of regional integration and to understanding EU law from the “inside” as well as from the “outside.”

Course: Evidence
Professor: Thomas Man

This course focuses on the U.S. Federal Rules of Evidence governing the admissibility of evidence, including problems of relevancy, remoteness, and undue prejudice; the hearsay rule and its exceptions; the offer of evidence and objection; examination of witnesses; competency and privilege of witnesses; expert opinion evidence; judicial notice; burden of proof; and presumptions. Where applicable and as appropriate, the course also introduces students to the ongoing effort in China to develop evidence as an independent discipline of legal study and to codify rules of evidence for Chinese judicial proceedings.

Course: First Amendment Law
Professor: Mark Rosenbaum

This course examines contemporary issues of free speech in the context of U.S. Constitution First Amendment law: the uses and values of free speech; whether certain categories of speech deserve more or less protection; political speech; censorship and discrimination based on content; hate speech and racist speech; obscenity and pornography and feminism; symbolic speech. Students are asked to develop a coherent theory of speech protection and regulation.

Course: Food Safety Law & Policy
Professor: Francis Snyder

This course is an introduction to food safety law and policy, focusing on China, and drawing on domestic, comparative, transnational and international perspectives. It examines Chinese food safety law in theory and practice and uses the Chinese example to illuminate transnational food safety law and related fundamental jurisprudential questions.

Course: From Intent to Letter of Intent: When Law Meets Business
Professor: Elie Vannier

Clients have business issues they want to deal with, but a lack of legal education or, at a minimum, understanding, prevents them from adopting a realistic and holistic approach. There usually comes a time when parties have to sit down and agree on the main terms of their relationships, be it between individuals, individuals and organizations or between organizations. Parties have an intent and several goals. They are rarely identical on both sides of the table. Each party thinks that it has a comprehensive view of what the agreement should contain. In reality, it is the lawyers’ role to challenge and advise the client as to what are the essential components of the potential document reflecting the party’s intentions.

This course aims to teach Law School students how to bridge business goals and value added legal approaches and advice. Students will work in teams on various simulation exercises, from rather simple to sophisticated issues looking at international transactions and complex legal and/or financial instruments. Students will represent hypothetical parties and work on defining the main points of Letters of Intent.

Course: Global Corporate Compliance
Professor: Carole Basri

The course covers fundamentals of being an in-house counsel in a global corporation, including crisis management, corporate compliance, litigation management, conducting internal investigations, and understanding issues of professional responsibility and ethics in the context of having your employer as a client. The course gives special emphasis to issue spotting pertaining to antitrust/ competition Law; environmental law; securities Law; Foreign Corrupt Practice Act (FCPA)/ UK Anti-Bribery Act/ OECD Anti-Bribery Acts; intellectual property law; and employment law.

Course: Insider Trading Seminar
Professor: Douglas Levene

Insider trading remains a controversial area of the law, characterized by strong opinions about the desirability of regulating insider trading and a proliferation of theories for regulation. This seminar concentrates on the leading law review articles staking out positions on insider trading, with a focus on the policy reasons advanced by each side.

Course: Intellectual Property Law
Professor: Lynda Oswald

This course provides a general overview of U.S. intellectual property law, with discussion of relevant international issues as well. The course should be of particular relevance to those students interested in practicing transnational or business law. Topics covered in the course will include: (1) trade secret law (including the Uniform Trade Secret Act, misappropriation, and protective measures); (2) patent law (including general policies and procedures, application processes, and infringement and remedies); (3) copyright law (including ownership and acquisition, infringement, and remedies, and technology issues); and (4) trademark issues (including general principles, federal registration procedures, infringement, dilution, and remedies).

Course: International Anti-Corruption Law
Professor: Matthew Stephenson

This intensive course introduces students to important aspects of international anticorruption law. The main focus is on the U.S. Foreign Corrupt Practices Act (FCPA), but the course also covers other aspects of transnational anticorruption law, including other countries’ anticorruption laws, the international anticorruption treaties and conventions, and the role of anticorruption principles in international trade, arbitration, and human rights law. Special attention is paid to how transnational anticorruption law may affect China and lawyers representing Chinese clients or clients operating in China.

Course: International Business Transactions
Professor: Mark Feldman

This course focuses on problem exercises involving hypothetical transactions in a variety of business settings: international sales of goods, agency and distributorship agreements, licensing agreements, establishment of operations abroad, mergers and acquisitions, joint ventures, development agreements, and international debt instruments. To establish a foundation for analyzing such transactions, the course focuses initially on three topics: (i) the multinational enterprise, (ii) extraterritorial application of national law (antitrust, tax, and anti-corruption law), and (iii) international dispute resolution (litigation and arbitration).

Course: International Civil Litigation
Professor: Paul Stephan

This course reviews the law governing transnational lawsuits, concentrating on the rules applied by U.S. courts. Topics covered include judicial jurisdiction, choice of forum, legislative jurisdiction, choice of law and international judicial assistance.

Course: International Commercial Arbitration
Professor: Varies

International Commercial Arbitration (“ICA”) is the most widely used method for the resolution of international business disputes. It sometimes is supplemented by other alternative dispute resolution methods (ADR), such as mediation or conciliation. ICA mainly involves private parties, but it also can be used for the resolution of economic disputes between a private party (e.g. a transnational corporation) and a state. This course examines the context in which ICA occurs, including the 1958 New York Convention and the differences between institutional and ad hoc arbitrations. The course also compares international commercial arbitration to the special area of treaty-based investor-state arbitration (e.g. ICSID proceedings). Special attention is paid to private arbitration and mediation procedures in Asia, e.g. in Hong Kong, Singapore and Mainland China.

Course: International Criminal Justice
Professor: Michael Greco

The rapid development of a body of international criminal law that imposes responsibilities directly on individuals and punishes violations through international mechanisms is relatively recent; the body of law is not yet uniform, and its courts are not yet universal. The course provides explanation and appraisal of international law and procedure, and focuses on crimes that are within the jurisdiction of international tribunals: genocide, crimes against humanity, war crimes and aggression. The course also briefly consider terrorist offenses, torture and other crimes not yet within international court or tribunal jurisdiction.

Course: International Financial Regulation
Professor: Douglas Levene

This course focuses on how law and regulation affects international finance. It examines policies and regulation affecting cross-border banking and securities transactions in the three major markets, the United States, the European Union and Japan. In the U.S. the focus is on how post-Enron capital market regulation affects foreign firms, in the E.U. on continuing efforts to build integrated financial markets, and in Japan on the role of foreign firms in rebuilding the Japanese financial system after the “lost decade.” The course also looks at the infrastructure that underlies the global financial system–the U.S. dollar payment system, the Basel Capital Accord, global standards for the clearing and settlement of securities, and rules for different exchange rate regimes. In addition, the course deals with offshore markets–like the Euromarkets and various derivatives markets (including the securitized markets impacted by the subprime crisis), as well as global competition between stock and derivatives exchanges and some key aspects of the emerging markets, for example sovereign debt and project finance.

Course: Introduction to Legal Theory
Professor: Norman Ho

This course is an analytical survey of some of the major themes and issues in Western legal theory. The class will discuss both descriptive and normative questions in legal theory. Topics to be covered include natural law, legal positivism, Dworkin’s views on law and adjudication, law and society, general jurisprudence, and critical legal studies. The class will also take a comparative approach on some selected topics (for example, comparing certain concepts in Western legal theory with those in Chinese legal theory), and reference will be made to specific real-world legal examples and cases where possible to better see legal theory’s influence in legal practice.

Course: Introduction to Traditional Chinese Legal Thought
Professor: Norman Ho

This course introduces the major themes and issues of classical Chinese legal thought. A basic premise of this course is that Chinese legal history cannot be studied in a vacuum; it is best understood in the context of Chinese political and moral philosophy. The course focuses on selected works by various philosophers and philosophical schools, including Confucius and later Confucian thinkers (including Mencius, Xunzi, and Dong Zhongshu), the Legalists, and the Daoists. By understanding these thinkers and philosophical schools in historical context, students gain an understanding of how law was applied in pre-modern Chinese society.

Course: Islamic Law
Professor: Danya Reda

This course provides a survey of Islamic law in a comparative jurisprudence framework. The course provides a basic introduction to the sources and methods of Islamic legal interpretation, a basic history of Islamic jurisprudence, and a familiarity with Islamic legal reasoning. The course examines the continuities and differences between Islamic legal methods, processes, principles and other major world legal systems. The aim is to gain some foundational knowledge of Islamic law and, with reference to this foundation, to develop comparative legal analysis in order to examine what forms of reasoning, process, and method are central to development of a legal system.

Course: Law and Practice of China-Foreign Business Transactions
Professor: Thomas Man

This is a practice-oriented course designed to provide essential legal knowledge and practical skills fundamental to private practice in China-foreign business transactions. It will examine the regulatory framework governing, and major practical issues relating to, business transactions between entities and individuals of China (PRC) and foreign jurisdictions.  Areas to be covered include Chinese-foreign joint ventures, M&A, PE/VC investment, technology transfer, anti-corruption and FCPA, commercial contracts, employment, anti-monopoly, environmental protection and other related fields. Emphasis will be given to the evolution of the ever-changing Chinese regulatory environment and the technical skills in representing foreign business clients in conducting various types of commercial and business transactions, including best practices in understanding, interpreting and communicating ambiguities and uncertainties in Chinese laws and regulations and in reviewing, drafting and negotiating bilingual commercial contracts.

Course: Mergers & Acquisitions
Professor: Seth Chertok

Mergers and Acquisitions (“M&A”) is one of the most fundamental building blocks of American corporate law, and by far the most common area of corporate law practice. This course is designed to help students: (1) learn about M&A contractual deal terms; (2) learn how to read, understand and apply Delaware and MBCA corporate law statutes and cases; (3) learn the business techniques and laws that permit companies to be acquired in hostile and negotiated situations; (4) master the various corporate law legal paths that permit different forms of acquisitions; (5) master corporate governance principles regarding the board’s and controlling shareholder’s rights, duties and responsibilities when either seeks various types of M&A transactions; and (6) hone intuition and knowledge of deal due diligence issues.

Course: Professional Responsibility
Professor: Ray Campbell

Professional Responsibility is a required upper-level course concerned with the ethical standards, professional responsibilities, and regulation of attorneys and judges. The course prepares students to take the Multistate Professional Responsibility Exam (MPRE), as well as providing a basis for making professionally responsible decisions in actual practice. The course draws upon comparative and international material when relevant.

Course: Property I and II
Professor: Norman Ho

This two-quarter course covers the major concepts and issues of Anglo-American property law. Topics covered in the first quarter include the concept of property in Anglo-American property law, forms of ownership of real property, adverse possession, the ownership of personal property, estates and future interests in land, and concurrent ownership and marital property. Topics covered in the second quarter include land use, zoning, planning and other forms of the regulation of real property use and ownership.

Course: Public Interest Litigation Clinic
Professor: Mark Rosenbaum

Students in this clinical program assist Public Counsel of Los Angeles, California with actual public interest impact litigation in the United States seeking to secure fundamental rights for disadvantaged citizens and underserved communities. Students provide remote assistance developing legal theories for the cases, assisting with factual investigations and discovery, and participating in the development of related policy initiatives. Supervision is provided both locally and from California.

Course: Seminar on Corporate & Financial Markets
Professor: Sang Yop Kang

In this course, students will learn how corporate insiders extract corporate value at the expense of other constituencies such as minority shareholders. The role of non-pecuniary benefits (such as fame, reputation, and social influence) will be discussed in depth. In addition, the course will cover insider trading in the capital market, financial crises in Asia and the United States, and issues relating to hedge funds.

Course: Statutory Interpretation
Professor: Matthew Stephenson

This course provides a theoretical and practical introduction to statutory interpretation, focusing on the jurisprudence of the U.S. Supreme Court. The course considers the main schools of thought in statutory interpretation (textualism, intentionalism, and purposivism), issues related to the application of important and controversial interpretive tools (such as legislative history and canons of construction), and general questions about the proper role of courts in interpreting legal texts enacted by legislatures.

Course: Torts I and II
Professor: Seth Chertok

This two-quarter course covers the law of civil injuries and liabilities. The goal of Torts I is to focus in depth on the areas in torts that are the highest-stakes litigation areas, namely the theory of negligence, medical malpractice and emotional harm. Torts II focuses on developing critical thinking skills, so as to provide the intellectual foundation for more advanced torts topics such as products liability, and for new legal areas beyond torts.

Course: Transnational Energy Law & Policy
Professor: Bill Fox

This course examines some of the most important issues in the United States, Chinese and world energy policy and regulation. It recognizes that energy does not exist in a political or legal vacuum but rather demonstrates that there is virtually nothing in energy policy that is not closely tied to and heavily affected by political and legal considerations.

There will be a selected number of case studies to focus class discussion and to illustrate the interaction of politics and law in developing and administering energy policy. The U.S. has probably the most comprehensive set of energy and environmental regulations, so the course will start by looking at U.S. energy and environmental regulation. Because the United States is a federation, the course also examines the role of state and local governments in energy policy making. And because the United States tries to listen to the views and wishes of ordinary people, the class examines the role of the private citizen in this area. The course also will cover issues regarding energy policy and regulation in China and how international law and regulation through the work of international treaties and international organizations affect energy policy.

Course: Transnational Law
Professor: Varies

This course focuses on the growing interaction between national and international legal norms and processes, the importance of transnational corporations (TNCs) in the world economy, and the rise of large global law firms engaged in international practice. The course provides an introduction to basic principles of public international law, comparative law, transnational commercial law and private international law (conflicts of law), and mechanisms of international dispute resolution.

Course: Transnational Legal Practice
Professor: C.V. Starr Lecturers

Transnational Legal Practice helps acclimate students to law school and to the basic tasks required for the first year of legal writing: understanding the relationships between judicial opinions, reading judicial opinions (critically), deriving legal rules from judicial opinions, and applying legal rules to new sets of facts. Students learn the basics of good legal writing, from the contexts in which legal writing is used, to the use of rubrics (IRAC and CREAC) to help structure writing, to the effective use of analogies to construct legal argument.

Course: Transnational Real Estate Transactions
Professor: James Hagy

More than ever, business lawyers are afforded the opportunity – and the challenge – of coordinating and planning projects abroad in markets unfamiliar to them, as well as advising international clients with in-bound investments in the lawyer’s home market. This course addresses the following topics: structuring, transactional goals, due diligence, letters of intent, memoranda of understanding and similar preliminary documentation, and deal implementation.

Course: Treaty Arbitration
Professor: Mark Feldman

From 1980 to 2000, States entered into nearly 1,700 bilateral investment treaties (BITs). This treaty practice has given rise to a sharp increase in treaty arbitration between investors and States. For example, from 1972 to 1996, the World Bank’s International Centre for Settlement of Investment Disputes (ICSID) registered 38 investor-State cases; from 1997 to 2011, that number increased to 331.

This course will address the rapid growth of treaty arbitration practice and key challenges that have emerged within the practice area. In particular, the course will address the following topics: (i) policy goals driving the formation of over 2000 BITs; (ii) core investment treaty substantive obligations (most-favored-nation, national treatment, minimum standard of treatment/fair and equitable treatment, expropriation); (iii) issues of jurisdiction and admissibility (definition of “investor” and “investment,” time bar, standing, denial of benefits provisions); (iv) arbitral rules (in particular, ICSID and UNCITRAL); (v) arbitral institutions (in particular, ICSID and the Permanent Court of Arbitration (PCA)); (vi) appointment, challenge, and removal of arbitrators; (vii) annulment and enforcement of awards; and (viii) transparency and amicus participation.

Course: WTO Law
Professor: Francis Snyder

Both a result and a cause of globalization, the World Trade Organization (WTO) is the world’s leading institution for regulating international trade. This course provides a thorough introduction to WTO law and institutions. The course devotes special attention to the WTO as a source of transnational law and as a factor in international economic and legal integration. Topics are selected from the following: legal and economic aspects of world trade regulation; evolution from the General Agreement on Tariffs and Trade (GATT) 1947 to GATT 1994 and the WTO; the WTO dispute settlement mechanism; multilateral agreements on trade in goods, especially GATT 1994; remedies for fair and unfair trade such as anti-dumping, countervailing and safeguard measures; food safety and technical standards; regional trade agreements or environmental protection as exceptions to basic GATT principles; the General Agreement on Trade in Services (GATS); trade and investment; government procurement; the Agreement on Trade-Related Aspects of Intellectual Property Rights (TRIPS); developing countries and the WTO; and linkages between trade and social policies.

课程名称: 中国民法一 (Chinese Civil Law I)
主讲教师: 茅少伟 (Mao Shaowei)


课程名称: 中国民法二 (Chinese Civil Law II)
主讲教师: 葛云松 (Ge Yunsong)



课程名称: 中国民法三 (Chinese Civil Law III)
主讲教师: 茅少伟 (Mao Shaowei)


课程名称: 中国民事诉讼法 (Chinese Civil Procedure)
主讲教师: 刘哲玮 (Liu Zhewei)




课程名称: 中国刑法 (Chinese Criminal Law)
主讲教师: 具体授课教师视学院教学安排而定 Varies


课程名称: 中国形事诉讼法 (Chinese Criminal Procedure)
主讲教师: 具体授课教师视学院教学安排而定 Varies


课程名称: 中国行政法 (Chinese Administrative Law)
主讲教师: 金自宁 (Jin Zining)


课程名称: 中国行政诉讼法 (Chinese Administrative Litigation Law)
主讲教师: 金自宁 (Jin Zining)


课程名称: 中国公司法 (Chinese Company Law)
主讲教师: 朱大明 (Zhu Daming)


课程名称: 中国宪法 (Chinese Constitutional Law)
主讲教师: 黄卉 (Huang Hui)

本课程以教授中国宪法(学)的基本框架和主要内容(宪法基本决策、公民基本权利、国家机关、宪法监督和实施)为核心内容,在此基础上,结合相关的宪法案(事)例,培养学生解释和适用宪法规范的技能。 课程要求学生投入阅读和专研时间,进行宪法评注和宪法案例分析的练习。

课程名称: 中国法理学 (Chinese Jurisprudence)
主讲教师: 孔庆平 (Kong Qingping)


课程名称: 国际私法 (Private International Law)
主讲教师: 具体授课教师视学院教学安排而定 Varies


课程名称: 中国高级法律检索与写作 (Chinese Advanced Legal Research & Writing)
主讲教师: 茅少伟 (Mao Shaowei)


课程名称: 民法案例练习 (Case Exercises of Civil Law)
主讲教师: 葛云松 (Ge Yunsong)



课程名称: 中国高级法律检索与写作 (Chinese Advanced Legal Research & Writing)
主讲教师: 茅少伟 (Mao Shaowei)


课程名称: 中国知识产权法 (Chinese IP Law)
主讲教师: 朱谢群 (Zhu Xiequn)


课程名称: 中国经济法 (Chinese Economic Law)
主讲教师: 朱大明 (Zhu Daming)


课程名称: 中国环境法 (Chinese Environmental Law)
主讲教师: 金自宁 (Jin Zining)


课程名称: 中国商事法律制度 (Chinese Commercial Legal Systems)
主讲教师: 朱大明 (Zhu Daming)


课程名称: 中国法学方法论 (Chinese Methodology of Legal Science)
主讲教师: 黄卉 (Huang Hui)



课程名称: 中国民法研讨 (Chinese Civil Law Seminar)
主讲教师: 朱庆育 (Zhu Qingyu)


课程名称: 中国税法 (Chinese Tax Law)
主讲教师: 王敏 (Wang Min)


课程名称: 中国企业并购法 (Chinese M&A Law)
主讲教师: 朱大明 (Zhu Daming)


课程名称: 中国行政法专题 (Chinese Administrative Law Seminar)
主讲教师: 蔡小雪 (Cai Xiaoxue)


课程名称: 中国法制史 (Chinese Legal History)
主讲教师: 孔庆平 (Kong Qingping)


课程名称: 国际经济法 (International Economic Law)
主讲教师: 张潇剑 (Zhang Xiaojian)



课程名称: 中国金融证券法 (Chinese Finance and Securities Law)
主讲教师: 洪艳蓉 (Hong Yanrong)


课程名称: 中国刑法专题 (Chinese Criminal Law Seminar)
主讲教师: 梁根林 (Liang Genlin)


课程名称: 侵权法专题 (Chinese Tort Law Seminar)
主讲教师: 孙维飞 (Sun Weifei)


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Peking University School of Transnational Law

Room 410, School of Transnational Law
Peking University Shenzhen Graduate School,
University Town, Xili, Nanshan District,
Shenzhen, China 518055