Professor Sang Yop Kang of Peking University School of Transnational Law (STL), in collaboration with East China University of Political Science and Law (华东政法大学), successfully hosted an international academic conference on December 17, 2023. The conference, titled “Exploring the Evolving Landscape of Corporate Governance and Capital Market Regulation: Current Issues and Forward-Thinking Approaches,” was held at East China University of Political Science and Law. It began with a keynote address by Professor Merritt B. Fox from Columbia Law School in the United States, entitled “The New Stock Market: Law, Economics, and Policy,” followed by Professor Kang presenting on the topic “Deciphering China’s Hostile Takeover Terrain: The Diminished Role of Corporate Governance.” Subsequently, three professors from East China University of Political Science and Law, including Professor Leng Jing, presented their respective research.
In his presentation, Professor Kang highlighted China's unique socio-economic system during the conference while explaining cases related to China's distinctive hostile takeovers, such as the Vanke-Baoneng incident. He argued that the existing discussions and theories surrounding hostile takeovers are not able to directly apply to China's situation. He explained that due to significant information asymmetry, the monopolistic structure of industries, and the dominance of individual investors in the Chinese market, hostile takeover mechanisms in China often fail to accurately evaluate the target company's value. This implies a departure from the conventional wisdom that hostile takeovers typically target companies with declining value due to issues related to operation and market efficiency or corporate governance.
Furthermore, Professor Kang emphasized that China's ownership structure, primarily centered around controlling shareholders, and its economy, which is dominated by state-owned enterprises (SOEs), are significant factors that differentiate China's hostile takeover mechanisms from those in the West. He particularly pointed out that given China's economic characteristics, an increase in hostile takeovers could potentially lead to economic distortions. He likened this argument to a Chinese idiom, “橘化为枳” or “南橘北枳”to underscore that a theoretical approach that does not consider China's economic and social context fails to provide an appropriate analytical framework.
Professor Sang Yop Kang holds a full professorship with tenure at Peking University, School of Transnational Law. His areas of teaching and research include corporate governance, corporate law, securities regulations, M&As, and law and economics. He also focuses on ESG, platform economy, fintech, capital markets, financial market regulations, and banking policies. His expertise extends to startups and venture capitals, competition law (anti-trust), the 4th industrial revolution, corporate groups, institutional investors (including hedge funds and private equity funds), shareholder activism, stewardship, executive compensation, Chinese economic policies, Chinese corporate governance, and political economy.
Professor Kang publishes numerous articles in academic journals such as the Stanford Journal of Law, Business & Finance, the University of Pennsylvania Journal of Business Law, the Berkeley Business Law Journal, the Virginia Law & Business Review, the Northwestern Journal of International Law and Business, and Tsinghua China Law Review. Also, with world-leading scholars, Professor Kang is a coauthor of “Law and Finance of Related Party Transactions” (Cambridge University Press), “Comparative Corporate Governance” (Edward Elgar), and “Global Shareholder Stewardship” (Cambridge University Press). Moreover, he coauthored “Regulation on Corporate Groups,” an academically significant book in the area of corporate-group regulation published in Korea. He has been serving as a policy advisor for the Korean government and National Assembly (Congress) on regulatory policies such as policies about large corporate groups and the separation of banking and commerce.
Professor Kang holds J.S.D. (Doctor of the Science of Law) degree at Columbia University School of Law. He is a Research Member of the ECGI (European Corporate Governance Institute), the most prestigious global academic association for the corporate governance scholarship (law, economics, and finance). Professor Kang is a lawyer. Also, he is a CFA (Chartered Financial Analyst) and a FRM (Financial Risk Manager) charter-holder. In addition, he is an arbitrator at the SCIA (Shenzhen Court of International Arbitration). Before he studied law, he studied economics and finance and used to be a fund manager. He also composes piano pieces.
Poster of the Conference at East China University of Political Science and Law