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Course Description

Participants will be taken through the many legal issues and problems that arise from and relate to developments in Information and Communications Technology. The course will build problem-solving skills in dealing with a subject matter that is still evolving in the context of a rapidly evolving technology and innovation environment, and that is impacting socio-economic transactions and stakeholders on a global scale. Participants will be taken through the policy considerations and general Singapore legislations and judicial decisions on the subject with references to foreign legislation where relevant and useful.

New legislative developments will also be considered in detail. In particular, more recent amendments to the Electronic Transactions Act of 2010 relating to e-contracts, e-signature and intermediary liability; the enactment of the Personal Data Protection Act in 2012 relating to data protection, the do-not-call registry and the Spam Control Act; changes to content regulations, specifically the class licensing regulations in 2013; the new Protection from Harassment Act and recent amendments to the Copyright Act in 2014 and 2016. The latest trends and developments in other jurisdictions relating to every topic will also be considered.

Law is the leading but certainly not the only regulatory mechanism in the political, social and economic realms. Indeed, a simplistic over-reliance on the law and the legal system in the conduct of business, social and economic matters is inadequate in protecting one’s rights, interests and needs especially when the rule of law is weak. Other regulatory mechanisms that can aid in governance in the public and private realms include ethical value systems, soft law, networks in the various facets of human endeavours. Together with the law, they help to ensure a nuanced way to protect and enhance one’s rights, interests and concerns.

This module seeks to develop an appreciation and understanding of these quasi-legal regulatory mechanisms, and how they can be used in conjunction with hard law and the legal system to protect one’s rights and interests, with particular reference to Asia. How can such regulatory mechanisms advance accountability, regulate affairs in the different spheres of human endeavours?

Issues that could be examined include ethical challenges, management of corruption, ethnic business networks, corporate governance concerns that are prominent features in the Asian business landscape. This module is structured to be based on an eclectic set of readings drawn from different disciplines, broadly comparative in nature, and inter-disciplinary at heart.

Coverage of the issues will be both theoretical as we engage the literature on the various topics; and practical, as we ask questions and explore how different regulatory mechanisms can help to better the implementation of law and contracts in the Asian environment. Designed to explore critically the thematic concerns, the module aspires to equip students with a deeper understanding of the interface of law, business, public policy and society.

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Contract law is of primary importance to business and commercial activities. It is also one of the most established areas in China's civil and commercial law system. The course will provide students with a comparative perspective on selected issues in Chinese contract law. It will compare the major rules and principles of contract in common law and Chinese law. At the same time, it will introduce the main features of Chinese legal system and its practice of private law by incorporating the insights from recent studies on Chinese economy, politics and society. Therefore, this course also serves as a foundation for studies in other fields of Chinese business and commercial law. It will cover, among others, contract formation, contract policing, performance and nonperformance, interpretation of contracts, contractual remedies, and rights of third parties. In particular, this course is aimed at achieving three objectives: 1) to understand the basic framework of Chinese contract law as applied by courts; 2) to understand the general civil justice system in China; and 3) to use contract law as a gateway to broader knowledge of the commercial law practice in China.

This course provides an overview of the fundamental principles and methodologies of the conflict of laws (also known as private international law), with focus on their application in commercial transactions. Cross-border commercial transactions are the norm in a modern globalised era. The conflict of laws addresses three large questions: (1) in which country should the case be tried? (2) which country's law should be applied to resolve the dispute? (3) What should be the legal effect in one country of a judgment given in another? From the perspective of Singapore law, the questions translate into: (1) When would or should a Singapore court hear the case (and sometimes try to stop it from being heard in another country)? (2) Which country's law would or should the Singapore court apply to resolve the issue before it? And (3) What legal effect would or should a foreign judgment have in Singapore ? This is a course on Singapore conflict of laws, but comparisons will be made from time to time to the laws of other countries.

This course provides an introduction to the legal and practical issues that arise when attempting to commercialise intellectual property rights (IPRs) such as patents, copyrights and trademarks. Starting with a high-level explanation of the different rights and how international aspects affect them, the various methods of exploiting the rights are then examined, particularly licensing, using sample agreements. The IT industry is looked as a case study of how IP rights affect methods of commercialising software and IP issues arising on the Internet will also be considered. The course then explains the process and issues involved in conducting due diligence on IP/IT issues in corporate transactions, using practical agreements and questionnaires. Finally, the impact of antitrust laws on IP commercialisation is considered and the role an effective IP enforcement strategy should play in the commercialisation of the rights. Practical examples are used throughout the course.

The corporate form is one of the most significant structures for commerce in the modern world. The concept of the company as a separate legal entity is central to its proliferation throughout the world. The company’s separate legal status bears consequences not only for those who invest and trade through its medium, but also for those who operate the company and those who deal with it. The course is conducted from two perspectives: internally and externally. From the internal perspective, issues pertaining to the company’s incorporation, operation and final liquidation will be considered. In relation to the external perspective, issues relating to financing for the company, insolvency and statutory curative measures will be addressed.

The course deals with the legal aspects of the commercial exploitation of the Internet, in particular, with the use of the Internet as a platform for content and service delivery. It includes a theoretical as well as a technical backgrounder to illustrate the complexity of the Internet value chain and to enable the students not only to understand the architecture of the Internet but also to comprehend its implications (and limitations) for business. The course presents the legal landscape against broader business trends and concepts like the “Sharing Economy” and the ‘Information Economy.” By giving a snapshot of the e-commerce market, its major players and dominant revenue models, the individual topics focus on existing challenges of both legal and technological nature. They discuss the respective legal issues that arise at various stages of setting up an online business or adapting an existing business to the online environment. The course is practice-oriented and designed to give the students more confidence when confronting legal problems of technological origin.

This course will outline key financial regulations in Singapore and Hong Kong, two biggest international financial centres in Asia Pacific, focusing on banking and insurance regulation after the collapse of Lehman Brothers in 2008. Chinese and Taiwanese law will also be introduced and considered to offer a greater understanding of relevant rules in the Greater China region. Main topics covered in this course may include the regulatory structure and power of regulators, systemic risk and macro regulation, licensing and scope of regulation, capital adequacy rules, transfer of control of financial institutions, corporate governance, financial consumer protection, capital market aspect of banking/insurance regulation, and OTC derivatives, etc. Certain private law aspects (such as the interpretation of ISDA master agreement or cross-border loan agreement) may also be incorporated.

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The Foreign Investment Law course involves the study of legal principles applicable to the treatment of investments made by foreign investors. The study of such principles will be undertaken in the context of foreign investments in Asian countries. By the end of the course, students should have a good grasp of the principles of international economic law protecting investors against political risk.  

The following topics will comprise the major part of the course:

  • The customary international law relating to foreign investment protection. The minimum standard, protection against expropriation, standing to engage in diplomatic protection, the Calvo Clause, Articles on State Responsibility, Exhaustion of local remedies rules, and impact on investment protection treaties.
  • Review of investment provisions in Singapore Free Trade Agreements, Singapore’s bilateral investment treaties with ASEAN, other Asian and Pacific Countries.
  • Definition of “Investment” in Singapore’s treaties and interpretation of Article 25 of the ICSID Convention.  Definition of “investor” in Singapore’s treaties.  Principles relating to imputability of conduct to the state.
  • “Most Favored Nation” and “National Treatment” obligations of host state.
  • “Minimum Standard” and “Fair & Equitable” treatment obligation. Same or different?
  • Umbrella Clauses: Their scope and significance.
  • Other Host Country Obligations: No Performance Obligations and Transfers
  • Expropriation I: Types of Expropriation
  • Expropriation II: Compensation
  • Dispute Settlement Provisions
  • Dispute Settlement: Fork in the Road, ICSID, UNCITRAL.
  • Using Foreign Investment Law and investment protection agreements to protect and enhance investment.

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The principle objective of this course is to acquaint aspiring traders and commercial lawyers with those legal issues which are fundamental or which commonly arise within the context of international commerce. Students will be unsurprised that there is some overlap with issues encountered in domestic trade. The reasons why the course is of interest are two-fold. The first relates to the discussion of why the element of internationality adds complexity to commercial transactions – these stem largely from the fact that distance engenders a lack of trust and an amplification of the risk of something going wrong. The second is as to how legal mechanisms are ingeniously constructed in an attempt to overcome these two problems, amongst others.

To facilitate discussion of these two issues, the paradigmatic sale and carriage of goods are used. Also touched upon are international contract law instruments (e.g. the CISG), documents of carriage like bills of lading, international trade customs (e.g. incoterms like the ubiquitous FOB and CIF contracts), financing arrangements (e.g. UCP 600), transport (e.g. the Hague-Visby rules) and insurance, and international commercial dispute resolution. Given that what will be touched upon relate to the private law of transactions, candidates are expected to already be familiar with the fundamentals of contract law, and with the reading of (common law) cases.

The Asian perspective on the law of international trade is provided through a discussion of key features of select Asian markets. Amongst others, this enables students to more richly understand why and how seemingly dry technical legal rules do or do not support international trade. Integrated in the course is therefore an appreciation of why some rules are more or less frequently used than others, depending on the peculiarities of the particular Asian market. Given their importance in the Asian-ASEAN region especially in terms of supply-chain networks, this part of the course will examine not only trade in commodities like oil, agriculture and raw materials, but also how geo-political issues affect such trade. Finally, we cover a selection of Asian-centric dispute resolution issues charting the growth of international commercial arbitration in Asia, and also national institutional responses like the SICC and the SIMC.

This course will not cover public law controls, such as WTO law, which may affect such transactions, nor transactions governed by other legal systems. Subject to availability, there may be the possibility of an excursion to the Port of Singapore.


This course is designed to provide an overview of the regulation and practice of mergers and acquisitions transactions in Singapore. Where relevant, comparisons with other jurisdictions such as United States (particularly Delaware), United Kingdom, Australia and Hong Kong will be made. The topics that would be covered include mechanics of structuring mergers and acquisitions transactions, the preparatory work that is required in connection therewith, the regulatory environment in which mergers and acquisitions take place, duties of participants engaged in mergers and acquisitions (including legal advisers, financial advisers and directors of acquirers and target companies), deal protections, deal tactics for friendly and hostile bids, disclosure obligations, compulsory acquisitions and financing.

Please click here for the detailed course outline.

It is fair to say that few branches of the law have, in recent times, developed as swiftly and explosively across jurisdictions as the law of intellectual property (IP). In Singapore, this is evidenced by the Government’s push for a sound and comprehensive legal framework for the promotion and protection of IP, and by the setting up of the Intellectual Property Office of Singapore (IPOS) and the IP Academy. More recently, several amendments were made to Singapore’s IP legislation in order to implement the country’s obligations under the United States – Singapore Free Trade Agreement.

You will in this course be introduced to the different types of IP rights and the various branches of IP law, in particular the law of copyright, patents and trademarks. Apart from learning the fundamental principles of IP law and the impact of international IP conventions and treaties, we will have the opportunity to explore the various policy issues which underpin much of the IP debate – in particular, controversies surrounding the protection, exploitation and enforcement of IP rights. Through group project work and presentations, we shall also examine how the IP regime operates in appropriate Asian jurisdictions and assess whether the protection and enforcement mechanisms in these jurisdictions measure up to international norms and standards.

The study of IP was, until quite recently, a somewhat esoteric specialisation. Today, IP occupies a central position in the global, knowledge-based economy and this course should therefore appeal to those who wish to equip themselves with knowledge of a burgeoning and highly relevant area of the law.

Please click here for the detailed course outline.

In the past 10 years, Singapore has become one of the leading places to “park” private wealth of ultra-high net worth individuals from all over the world. Typically, private wealth coming into Singapore has been settled into trusts structures with banks or licenced trust companies. The choice of law of these trust structures could be Singapore law or a foreign jurisdiction. In this regard, all major trust jurisdictions have some kind of presence in Singapore i.e. by way of a bank, licensed trust company or law firm. This course will introduce students to the principles and practice of using the trusts as a wealth management vehicle. The course will begin by covering basic Equity and trust principles and then scaffold from that knowledge to examine the principles concerning the use of the trust as a vehicle for wealth management. A major part of the course will examine the trust laws of Singapore, offshore trust centres and Hong Kong which are thriving wealth management centres. This course is for students who intend to practise in the area of wealth management. While knowledge of Equity and trusts is not a pre-requisite, civil law students will have to do some extra reading to familiarise themselves with the principles of Equity.

Please click here for the detailed course outline.

Course Description for (QMUL Modules)

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Last updated on 14 Sep 2017 .