Law Electives' Description

Advocacy

The objective of this course is to introduce students to the art of advocacy and court craft, as it is practised in Singapore. It will be practice-oriented and skills-based. The course will consists of 10 weeks of seminars and 6 practice sessions by lawyers, including SCs from 2 leading law firms. They will cover specific areas such as development of case theory, opening statements, cross-examination techniques and closing submissions. This will give the students real insight into the actual workings of litigation practice in Singapore and an opportunity to interact with and be inspired by the very best litigators in town through the practice sessions. The practice sessions will be a series of 4 “learn-by-doing” workshops, where the students will be asked to perform various advocacy tasks using a case study in a simulated court room environment. The seminars will focus on the following areas :

Development of case theory
Pleadings
Preparing for trial
Drafting Opening Statements
Drafting Affidavits Examination-in-chief
Learning Cross-examination and Re-examination
Drafting Closing Submissions
Ethics and Etiquette

This will give students a hands-on opportunity to practice trial techniques and strategies with the assistance of experienced and skilled trainers, who will offer constructive and practical suggestions in a supportive learning environment. Students will develop essential advocacy skills, including effective preparation and communication skills, and develop their own effective style of advocacy.

An Introduction to International Banking and Financial Regulation (0.5 course unit)

Financialisation has become an important phenomenon in mature and developing economies worldwide, and the globalisation of the financial sector has spurred developments in international banking and financial regulation. The regulation of banks and financial institutions in the intermediation of global money looks set to increase in importance at the national, regional (such as the EU) and international levels. The course aims to provide students with an inter-disciplinary and up-to-date overview of the contemporary developments in financial regulation internationally and in key jurisdictions, such as the US and UK.

Appellate Practice in Civil Litigation (0.5 course unit)

The objective of this course is to introduce students to the art of appellate advocacy and court craft as is practised in Singapore. It will be practice-oriented and skills-based. The course will consist of 4 classroom seminars, and 2-3 practical sessions before lawyers from Allen & Gledhill LLP. The course will cover the substantive and procedural law specific to appeals (including appeals from the High Court to the Court of Appeal, from the Subordinate Courts to the High Court or within the High Court, i.e. appeal from registrar to judge). It will also focus on the drafting skills specific to appeals as such the drafting of the appellant’s case, respondent’s case or further arguments, as well as the techniques relevant to appeals such as oral advocacy. The practical sessions will involve students being asked to draft appellant’s case, respondent’s case and to conduct at least 2 appellate moots (both as appellant and respondent) in a stimulated court room environment.

The course seeks to provide students a hands-on opportunity to practice appellate techniques and strategies with the assistance of experienced and skilled trainees who will offer constructive and practice suggestions in a supportive and learning environment.

Banking Law

The law and regulation of banking is a topic of fundamental importance in market economies. Banks as providers of deposit and savings accounts, personal and business finance and payment mechanisms, are crucial to all sectors of commerce, and their distinctive role is recognised by their special regulatory treatment.

This course will introduce the regulatory environment for banking transactions, examining the reasons why banks are singled out for special treatment, and the roles of banking regulators and central banks. Consideration will be given to systemic risk, and the response by way of prudential regulation, including capital and liquidity requirements. The modern focus on conduct of business regulation measures will be introduced. These topics will be discussed in the light of the international financial crisis of 2007-8, as well as previous regulatory failures.

The course will then examine the traditional banker customer relationship, with its background in familiar private law techniques. The traditional payment mechanisms of bills of exchange and letters of credit will be analysed, before turning to more modern payment mechanisms and systems. Lastly, there will be consideration of banks’ roles in modern financing techniques, including securitisation.

Comparative Law of Sales

International trade is of growing importance to most economies and is a critical part of the Singapore economy. Trade often involves contracts for the sale of goods and commercial lawyers should be familiar with the law of sales and with how it varies from place to place and from the basic common law of contracts. The course compares and contrasts the UN Convention on the International Sale of Goods, the Singapore law, the Uniform Commercial Code, and the common law in the treatment of sales transactions. There are references to the UNIDROIT Principles of International Commercial Transactions. The course is problem oriented, and the problems are based upon real cases or disputes. Students are expected to participate in classroom discussions of the problems and other materials. Learning outcomes: (i) increased understanding of differing legal regimes and how they may be applied to common problems; (ii) further development of analytic skills and comparative understanding; (iii) increased skills in identifying relevant legal issues within complex fact situations; (iv) development of skills in close statutory analysis.

Competition Law

The course will cover the Competition Law of Singapore and the major regulations, guidelines, and decisions published by the Competition Commission of Singapore. In addition, the course will compare the Singapore Competition Law with the laws in effect in the United Kingdom, the European Union, and the United States. Coverage of the competition laws of other jurisdictions will not be comprehensive, but the coverage will be enough to provide students with a basic understanding of comparative approaches. The course will consider the economic rationale for regulation of competition, the definitions of relevant markets, improper horizontal agreements, vertical restraints of trade, mergers, justifications for agreements or consolidations that might otherwise run afoul of the law, and enforcement mechanisms.

Complex International Litigation

The intention will be to examine the theory and practice, with more attention on the latter, of cross-border litigation. The difference between it and a more ordinary course on international commercial litigation (or between it and the ICL component of a course on the commercial conflict of laws) is that it will try to examine the practical consequences of the rules and the strategic opportunities which are available. The intention will be to take a complex case - maybe accountant or auditor negligence, maybe engineering disaster or pharmaceutical catastrophe - and look at the way it may evolve when the various interested parties (or their insurers) have divergent views about what litigation should take place, where it should take place, what may be done to stymie litigation in other places, and so forth: it will therefore examine law, procedure, and tactics. It will in part be done by reference to pleadings and skeleton arguments which will be drafted specially for the purpose. In the first year of its being offered, the course will be available only to final-year students who have completed the course on Commercial Conflict of Laws.

Construction Law

Singapore is a hive of construction activity – high rise offices, hotels, and residences; highways and the MRT. The work is factually and legally complex and gives rise to many disputes. The course will consider the development of contract and tort law which has been promoted by these disputes, contracts; sub-contracts; sub-sub contracts – the position of architects, engineers and surveyors. The effect of delay and defective work and the impact of changes of plan.

Contract Negotiation and Drafting

This course will examine the lawyer’s role in practice in the process of negotiating and drafting contracts. It will start with a re examination of the rules by which Courts decide whether there is a contract, particularly in lengthy and complex negotiations. It will then consider how the Courts decide what the contract means.

The bulk of the course will then consider how the parties can most effectively negotiate towards agreement and how that agreement should be drafted so as to provide the desired results.

Corporate Crime

This course will provide students with knowledge of major business or corporate crimes. Students will learn to appreciate the delicate balance which needs to be maintained between sustaining robust corporate activities and ensuring corporate integrity and good governance through sufficient regulation.

Crimes are taking pace in the business or corporate world with greater frequency. Knowledge of such crimes is, therefore, becoming increasingly important for all professionals. This course will provide students with sufficient knowledge of the characteristics of major corporate crimes such as criminal breach of trust, company fraud, corruption, insider trading, cyber crime, money laundering and terrorist financing, the reasons for their occurrence and the work of the regulatory, investigating and prosecuting agencies. It will also examine the role of the State in regulating corporate behaviour and current methods of crime control including international initiatives.

Corporate Insolvency Law

Insolvency law is concerned with debtors who are unable to repay their debts. This course will consider the rules and processes which the law has developed to address this ever-present problem, with a focus on debtors which are companies. In particular it will cover, in more depth than in LAW205, the formal processes available in Singapore - receivership, schemes of arrangement, judicial management and liquidation (winding up). In those contexts, the substantive policies and principles of the law will be addressed - e.g., the pari passu principle, the concept of set-off, and the avoidance of suspect transactions entered in the run-up to insolvency. In addition, the course will consider informal debt restructurings (work-outs), and also introduce the issues and developing law relating to cross-border insolvencies. As well as providing a theoretical grounding in corporate insolvency principles, it is expected that aspects of the course will involve the participation of specialist insolvency lawyers from private practice, with the aim of providing a practical perspective.

Although the primary focus will be on corporate insolvency, comparison will be made with the procedures and rules applicable in the bankruptcy of individuals. It is likely that before or during the period of the course the Government will publish a draft Insolvency Bill combining and amending the rules applicable to both individual and corporate insolvency. If so, the course will take those proposals into account.

[Pre-requisite courses: LAW205 Corporate Law.]

Domestic and International Sales

A large portion of the Singapore economy depends upon trade in goods. Sales and purchases of “things”, such as automobiles, furniture, semi-conductor chips, medical devices, pharmaceutical products, petroleum products, agricultural products, and so on are covered by the law of sales. In Singapore sales law, which is part of contract law, is governed by the Singapore Sale of Goods Act (“SOGA”) which is essentially the same as the UK Sale of Goods Act. Sales of goods that cross national boundaries are presumed to be covered by the UN Convention on the International Sale of Goods (“CISG”) to which Singapore and almost 80 countries are parties.

This course will focus on cases and problems arising under SOGA or CISG, or both. There are interesting differences between the statutory treatment of sales and the basic common law of contracts, and a lawyer who works in the commercial area needs to be aware of those differences. Lawyers must advise clients about whether to choose to be governed by the CISG or to follow the “opt out” procedures of the CISG and have domestic law apply to a transaction.

The course also will take note of sales law issues that have arisen in several countries with which Singapore has major trading activities and which could affect Singaporean companies. Some attention will be paid to the UNIDROIT Principles of International Commercial Transactions, a set of principles that incorporate, in various ways, elements of the lex mercatoria, the customary law of international sales transactions.

The focus will be on practical problems that are common to international sales transactions and students will have the opportunity to work through various problems that are based on real cases.

Drafting of Commercial Agreements (0.5 course unit)

This course will look in detail at the structuring and drafting of commercial agreements and ultimately, the interpretation of various clauses in these commercial agreements. Students will be taken through a variety of commercial agreements including agreements for the sale of goods, distribution agreements, agency agreements, employment/services agreements (such as consultancy agreements), licence/franchising agreements. Further, this course will introduce students to a number of corporate transactions and their relevant documents.

Precedent agreements will be used to illustrate how relevant clauses fit into each agreement as a whole and interrelate with other clauses. In addition, we will look at a selection of case law in order to explain why certain clauses are drafted in a particular way and the problems parties may face if they do not have a full understanding of how a court will interpret such clauses.

Drafting in Corporate Practice (0.5 course unit)

This skills-based, drafting-focused course aims to introduce students to the practical aspects of drafting of corporate transactional documents through a study of common corporate documents across selected areas of corporate practice, namely mergers and acquisitions, banking/financing and joint ventures. Students will learn the fundamentals of the review and drafting of such corporate documents. The course will also give the students an insight into legal risks that clients face and discuss options and strategies to manage such risks through effective drafting.

Economic Analysis of Law

The economic analysis of law, or the law and economics movement, is one of the major theoretical perspectives in legal studies in the US, and has exerted a growing influence on legal thinking around the world. This course examines the role of economic principles in analyzing the law. It seeks to provide students with an understanding of the law based on microeconomic analysis. Under the economic approach to law, laws are viewed as providing incentives for influencing human behavior and as instruments for achieving policy objectives. We will explore the economic rationale underlying the primary rules of certain key areas of law, including, inter alia, those relating to property, contracts, and torts. The course also addresses criticisms of the economic approach to law, in particular, the redistributive approach to private law. Students are expect ed to learn the basic skills of applying cost-benefit analysis to law, and will be encouraged to apply this analytical method to the making of policy judgments with respect to law and regulations. This course is also aimed at enriching the economic and business sense of law students, which will add critical value to a career in law, either as a private practitioner or as an administrator in the public sector. Students will be encouraged throughout the course to reflect not only on what the law is, but also on what it should be.

Family Law

This course covers non-Muslim family law in Singapore. Topics include the formation and termination of marriage, the legal and economic aspects of the husband-wife relationship, the legal and economic aspects of the parent-child relationship, and foreign marriage laws.

Financial & Securities Regulation

This course aims to give students a practical overview of the principles and statutory regime relating to the regulation of securities in Singapore. Where relevant, comparisons will be made with other jurisdictions such as the United States, United Kingdom, Australia and Hong Kong. Topics to be covered include the capital markets and the regulatory authorities, the pre-listing and the listing process for securities, continuing listing obligations and delisting from the stock exchange.

Foreign Direct Investment Law & Practice

The proliferation of bilateral investment treaties (BITs) and free trade agreements (FTAs) containing investment protection chapters is responsible for the rapidly expanding and changing field of foreign direct investment law. What was once an esoteric part of public international law that dealt with direct expropriation and compensation standards has now developed into a sophisticated body of complex rules that are applied in investor-state disputes by international tribunals. The course will consist of a systematic examination of key principles and policies of foreign direct investment law, a close study of the several obligations undertaken by host state in its treatment of foreign investors, a critical examination of the compensation standards that have been developed by international tribunals, and the settlement of disputes under various investment protection agreements. The materials that will be analyzed in the course will be the BITs and the investment protection chapters in the FTAs concluded by Singapore, a few principal model BITs issued by countries such as the US, some typical foreign investment protection laws of some ASEAN countries and the decisional law of investment dispute tribunals such as the International Centre for the Settlement of Investment Disputes (ICSID).

Information Technology & the Law

Information Technology is the use of technology to manage and process information. It involves the development and use of computer hardware and software for every aspect of the 'life' of information, goods and services as well as the 'process' of communication. As technology develops and changes, new challenges emerge for law and policy-makers to deal with the impact that they may have on society. Existing laws have to adapt to the digital medium and subject matter, and in some cases entirely new areas of law are crafted. This course on Information Technology and the Law examines the legal issues and regulations arising out of the use of information technology in major areas of law, such as electronic contracting in e-commerce, intellectual property rights on the Internet, the domain name regime, data protection and privacy rights in relation to electronic information, torts committed online, content regulation, computer crimes and cybercrime.

Insurance Law

The objective of this course is to understand laws regarding insurance contract, insurance companies and the insurance market. Insurance is an integral part of people’s daily life and insurance companies are important participants in the financial market. The purposes of this course are two-folds: (1) this course will introduce certain special rules regarding insurance contracts (based on the general contract law), e.g. insurable interests and duty of utmost good faith; and (2) this course will introduce the regulation of insurance companies and insurance agents. After this course, students should be able to make arguments regarding insurance policies on behalf of an insured or an insurance company and to identify regulatory issues regarding the operation and risk management of insurance business. The course will primarily focus on Singapore law; but comparisons will be made from time to time to the laws of other countries.

Intellectual Assets and the Law in Asian Economies

The economic significance of Asian economies already speaks for itself. However, attention to its intellectual assets and law is simply lacking. The course sets to promote Asian awareness among Asian economies in the area of IP assets and the law. It aims to make students ask “why Asian IP assets and law?”, “what is special about Asian IP assets and law?”. Given the vast geographic coverage and developmental discrepancy in Asia, this course can only strive to look into patent, trademark, and copyright law in China, India, Japan and Taiwan. That said, this course will still dig out intellectual assets and law in other jurisdiction which exhibit features and uniqueness seldom seen elsewhere. In addition, this course will also explore the possibility of .cooperation in patent, trademark, genetic resources and traditional knowledge, especially in the form of Asian Patent Convention, Asian Trademark Office.

Intellectual Property Law

This course seeks to give students an overview of the general principles of intellectual property rights in Singapore as well as to specifically examine the law of copyright, law of patents, the tort of passing off and the law on registered trade marks. The course is aimed at LLB students who have no prior knowledge of intellectual property law and will concentrate on the main principles and issues that commonly arise. The course will be concerned with providing a framework of applicable law in Singapore as well as to sensitize students to international and comparative aspects of the law.

International and Comparative Criminal Justice

This course explores the growing internationalisation of criminal justice as a phenomenon of global governance. It will examine the various institutional and process responses to international crimes and their relation to international human rights and access to justice. It will consider the different paradigms of justice that inform diverse international developments, notably contrasts between retributive and restorative justice. The course will investigate tensions and conflicts between nation-state based criminal justice and international norms, processes and procedures for regulating crime. It will assess the extent to which a distinct international criminal justice order is being established, the nature of its jurisprudence and values and its implications.

Further, it will offer students an understanding of criminal justice that is sensitive to debates about globalisation, policy transfer in comparative as well as international contexts. It will explore the nature of trans-national crimes and responses that seek the governance of global risk/security priorities, including financial crime and international terrorism. The course will analyse the role of the international criminal courts (and tribunals) and the different models of justice implied in competing international justice developments. In particular it will focus on debates between punitive and restorative justice principles from the perspective of legitimate victim interests.

This unit aims to provide students with knowledge of:

the growing internationalisation of criminal justice through the establishment of international institutions for regulating transnational crime,
the development of alternative justice processes across the globe, and
international co-operation and supra-national developments in areas of criminal justice policies and practices.

Learning outcomes: On completion of this module students will:

be familiar with the literature and debates relating to the field of international criminal justice
be able to assess the reasons informing and the implications of the growing internationalisation of criminal justice
be able to appreciate the theoretical and policy context (particularly with regard to notions of globalisation) underpinning many of the debates concerning the internationalisation of criminal justice and also the contemporary policy relevance of such inquiries
be capable of assessing the strengths and weaknesses of different approaches to the study of international developments and the analysis of comparative policy convergence
have developed the ability to research, analyse and communicate in an informed and critical way theoretical accounts and empirical studies within the field of international criminal justice
be able to relate the issues in the literature to their understanding of criminal justice policy developments within their own and a variety of other countries
be able to fluently articulate their own views with regard to the issues debated within international criminal justice.

Skills outcomes: The student will:

develop an understanding of how to study criminal justice from an international perspective
be able to research the role of international criminal justice institutions
be cognisant of the critical issues relating to different paradigms of criminal justice and tensions between crime control and human rights
have developed a detailed and applied knowledge of comparative contextual analysis
be able to organise their research endeavours productively
be able to write cogently about international criminal justice
be able to articulate the salient features of trans-national crime and the international governance of crime.

International Arbitration Practice

International Arbitration has become the default means of resolving disputes between parties from different countries. With increasing globalization, international trade, and international contracting, the number of international arbitration disputes has steadily increased--especially in Singapore, which has become a major arbitration hub. Many Singapore and international law firms have arbitration teams in Singapore—many more will form these teams in the near future to take advantage of the steady upward trend in the volume of casework in the region. Arbitration work is by definition international, peripatetic, multi-lingual, multi-cultural and spans all industries that make up international business. No two cases are the same. It is a challenging field that attracts talented lawyers from all over the world. It is an exciting time to be an arbitration lawyer in Singapore.

This course provides a rigorous “hands-on” practical introduction to International Arbitration with a focus on experiential learning. The aim of the course is to prepare the student to practice in the field of international arbitration. The method of instruction is through lectures, workshops, and practical written and oral exercises. The course is a “learn by doing” academy on an arbitration case from start to finish. We will utilize a case study as the vehicle through which students will be exposed to advising a client on all stages of the dispute resolution process, from selecting the appropriate dispute resolution mechanism and drafting the dispute resolution clause, steps and strategies to take when a dispute arises, to working through all phases of the arbitration process till award, and post-award proceedings in courts.

International Commercial Arbitration

International commercial arbitration has held itself out to be a fast, convenient and confidential means of binding dispute resolution. Since 1958, the wide spread recognition of arbitration awards by different countries, the promulgation of a model law of arbitration and a growing acceptance of a uniform set of best practices has increased the profile of arbitration. This is more so in Asia than anywhere else. In a region of varied court systems, arbitration offers certainty, due process, confidentiality and a quiet resolution. Or does it?

As arbitration is consensual, almost all arbitrations arise from a clause in an agreement. The agreement itself can address a myriad of dealings from joint ventures to distributorships to acquisitions. Lawyers in all commercial disciplines need to appreciate what their clients agree to when an arbitration clause is in their document.

The course is a study of the core principles applicable to international commercial arbitration, the main international rules and of the values adopted by Singapore in its efforts to become an international commercial arbitration centre.

International Commercialisation of Intellectual Property

Today, intellectual property rights (IPRs) are potentially valuable assets. The course looks at IPRs holistically, considering the protection, enforcement and commercialisation of these business assets, through dispute resolution and the licensing of patents and know-how, trade marks and copyright, as well as hybrid areas such as merchandising and franchising. Covered are: introduction to IP law; commercial dealings in patents, know-how and trade secrets, plant varieties, copyright, trademarks, registered and unregistered designs; IP due diligence in M&A transactions; IT/IS aspects; IP valuation and taking security over IP; the internet and IP; antitrust and IP; protecting value.

International Construction Law

Construction and infrastructure projects are increasingly international in nature and with such projects are on the rise given their economic benefit, it is crucial for legal practitioners to be aware of the various issues that arise from them.

This course is intended to introduce students to the practice and law relating to international construction and infrastructure projects. The various methods of procurement and the legal issues concerning the construction process involved will be reviewed in conjunction with the standard forms of contract used for such projects -- such as the FIDIC, JCT and NEC forms, among others. Issues such as defects, time and cost overruns and the implications therefrom (and how these matters are dealt with in an international context) will also be covered.

The course will provide students with an understanding of how international construction projects are procured, planned and administered as well as give an insight into the legal and commercial issues that arise during the construction process.

International Law and Global Politics

This course will introduce international law theory and practices that concern contemporary global issues, which range from the Palestinian Authority’s United Nations statehood bid, South China Sea disputes to the economic crisis in Europe. The course is not only designed for students seeking to acquire basic knowledge necessary to pursue a career related to international relations or transnational business, but also for students who wish to understand the in-depth legal and political analysis of real-world situations. Each class will begin with an introduction to international law principles, followed by case study discussions. The course will cover legal issues such as custom and treaties under international law, the relation between international and domestic law, the determination of statehood and recognition policy, national governments’ jurisdiction and immunity, states’ international responsibility, the role of international courts, and the legal structures of international organizations. Due to the fast-growing development in international issues in Asia, the course will also focus on practices of Singapore, China, and the Association of Southeast Asian Nations (ASEAN).

International Moots

This is the course to take if students are interested in representing SMU in the best international moot competitions. It will an intensive course held over half of the first semester, and admission is by approval of the course convenor only. This course exposes students to advanced legal research, writing and appellate advocacy skills. Students will be given a hypothetical moot problem on international law and will have to make oral and written submissions by the end of the course. Those who excel in this course will be selected to participate in moot competitions in the second semester.

International Patent Law and Policy

This course will provide an introduction to key aspects of the international patent system and the myriad policies at play in ongoing global patent harmonization conflicts. The value of patents is increasing in many areas while at the same time the scope of patent-eligible subject matter is expanding. We will explore the impact of these forces in the creation of international agreements concerning patents, such as the Paris Convention, Patent Cooperation Treaty, the Agreement on Trade Related Aspects of Intellectual Property, and various bilateral agreements. Against the backdrop of the U.S patent system, we also will consider the importance of regional patent systems such as the European Patent Convention, as well as the systems of other significant patent players, such as Japan and China. We will also look at controversies in areas such as access to medicines, morally controversial biotech inventions, and computer-implemented inventions. These and other topics will introduce students to the basics of international and comparative patent law and provide a basis for critical evaluations of the desirability of ever-increasing levels of patent protection on a global scale.

Introduction to Civil Procedure (0.5 course unit)

Students will be acquainted with the more fundamental and practical aspects of civil litigation such as commencement of proceedings, pre-trial applications, appellate procedures and enforcement of judgments both within and outside jurisdiction. This course will provide students with a good grasp of the underlying principles and policies of civil litigation as enshrined in the Rules of Court and related sources of civil procedure. Students who enrol in this course will have a good headstart and grounding for Civil Litigation in Part B of the Singapore Bar Exam.

Islamic Commercial Law

More than ¼ of the world’s population is Muslim, including roughly 195 million Muslims in Indonesia, 16 million Muslims in Malaysia, and 439 million Muslims in India, Pakistan and Bangladesh. Increasingly important in the commercial life of even purely secular countries, Islamic finance world-wide is enjoying an annual growth rate estimated conservatively between 15–20% (assets under management by Islamic financial institutions are estimated to be growing annually as much as 25% and even 40% in some locations). Islamic law has long been overlooked in traditional legal curricula yet it is increasingly important for practicing lawyers to have a basic familiarity with its commercial concepts, as a complement to common law and civil code systems. This subject is an introduction for law students to the primary sources of Islamic law (Sharī‘ah), Islamic commercial jurisprudence (fiqh al-mu‘āmalah), and jurisprudential methodology in Islam (usūl al-fiqh); legal interpretation and analysis through the methodology of ijtihād, and concepts of qiyās, ‘illah, istihsān, and maslāhah; Islamic law of contracts, including sales contracts (e.g. bai‘ al-salam, bai‘ al-inah, bai‘ al-istisnā‘) and partnerships used in commercial transactions (mudārabah and mushārakah); and the Islamic waqf.

Joint Venture Law (Singapore – Indonesia)

Firms are increasingly committing themselves to global markets. Many such firms do so by associating in a joint venture which is chosen as a form of doing business for various reasons. In the age of outsourcing, firms that are rich in intangible assets such as a brand name that has a reputation for quality or superior knowledge may be averse to the risk of dissipation posed by outsourcing. Instead it would choose to engage in a joint venture which can control the knowledge through the joint venture vehicle of which the source firm is a participant. The surge in collaborative ventures may also be driven by considerations of access to markets, access to capital, seeking benefits from economies of scale, a syndication of risk, or access to local organizational capabilities and positional assets such as distribution outlets.

For Singapore based firms venturing abroad, Indonesia offers many low hanging fruits. An abundance of natural resources, the largest population and the largest market in ASEAN, and a dynamic economy attract overseas business in ASEAN. Often going it alone in Indonesia is not an option for various reasons.

A student who successfully completes the course would have a clear understanding of the common law on joint ventures, would understand the differences between Indonesian company law and Singapore law insofar as these are material in negotiating and documenting a corporate joint venture, be able to analyze significant clauses in a joint venture agreement, and provide for successful termination and dispute resolution.

Jurisprudence: Modern & Critical Theories of Law

What is law? How is law related to justice? This course enables law students to step back to reflect upon what they have learnt in law school thus far by engaging philosophical concepts of law and justice through studying selected representative works of jurisprudence. Non-law students who are interested in philosophy or in thinking about law's nature and its role in society will also have the opportunity to study these ideas as expounded by famous legal philosophers.

We will consider accounts of law offered by several legal positivists and modern natural law theorists, and challenges posed by alternative critical accounts. How do modern and critical accounts of law shape our thinking about the nature and purpose of law? How does adopting a particular account of law impact the practice of law? How can we, as lawyers or citizenry, harness law's potential as a tool for transforming society?

Through this course, students will have a unique opportunity to engage their hearts and minds in relation to the concepts of law and justice. Students will also be encouraged to relate the theories studied to current contexts (e.g. laws that restrict personal liberty, unjust laws, how judges decide cases, and so on). The course's focus is on critique of ideas and not mere description of doctrine. The methods of assessment will be intentionally geared towards facilitating critical thought. This course encourages students to formulate their own theses about law and justice, and meaningfully understand their purpose in the legal process.

This course also offers law students a chance to study selected representative texts in jurisprudence in greater detail than in the law core module, Legal Theory & Philosophy. Students are not required to have done Legal Theory & Philosophy before taking this course.

Law and Policy of Ethnic Relations in Singapore

Singapore has been touted as a success story in the maintenance of stable ethnic relations in Singapore. Despite its beginnings as an improbable nation, Singapore's economic success has been dependent on political stability, of which the absence of overt ethnic conflict is fundamental. This course seeks to critically examine the legal framework and policies for the management of ethnic relations in Singapore. Laws alone are manifestly inadequate in maintaining peace on hot-button issues of race, language, and religion. The course will also examine the political framework in place that complements the legal and policy infrastructure. At the end of the course, students will be better placed to appreciate the strengths and weaknesses of the Singapore approach to the management of ethnic relations. Comparative studies will be done, where applicable, to articulate the key themes and issues.

Law and Regulation

In recent years, regulation has emerged as one of the most distinct and important fields of socio-legal study, both for scholars, policy-makers and for legal practitioners who require a theoretical framework that can be applied to any sector. This course examines the objectives, structure, economic underpinnings and instruments of regulation; encouraging students to interrogate legal institutions beyond the narrow confines of legal doctrine alone. Bridging theory and practice, it will also consider real-life legal issues involved in the regulation of business & finance, and other sectors in Singapore and beyond . By adopting an interdisciplinary approach and emphasizing the role of law in its broader social and political context, this course will be a valuable tool for the student coming to legal problems.

Law and the Changing Media Environment

This course will examine how the news media – broadly defined to include newspapers and other serial print publications, radio and television broadcasts, and Internet websites – are regulated by law and government policy in Singapore. To set the scene there will be a consideration of freedom of speech and expression and, in particular, press freedom as a constitutional concept; and how these should be balanced against countervailing public interests such as protection of privacy, reputation, and confidence in the administration of justice. This will be followed by an examination of the following topics: how the print and broadcast media (including the Internet) are regulated; defamation law as it relates to the media, particularly the public figure and responsible journalism defences; criminal offences such as contempt of court, criminal defamation and sedition that restrict the publication of certain types of content; conflict of laws and criminal extraterritoriality issues arising when material from abroad can be accessed in Singapore; and the efficacy of self-regulation in the media industry. A number of these issues will be illuminated by examining key court judgments such as Review Publishing v Lee Hsien Loong [2010] 1 SLR 52, CA, and Shadrake v Attorney-General [2011] 3 SLR 778, CA; and legislation such as the Newspaper and Printing Presses Act (Cap 206, 2002 Rev Ed) and the Broadcasting (Class Licence) (Amendment) Notification 2013 (S 330/2013). In addition, to provide a cross-border perspective on the subject, comparisons will be made between the law in Singapore and a legal regime that is more restrictive (possibly China) and one that is more liberal (probably the United Kingdom), where possible.

Law of Corporate Finance

This course would cover the techniques used by corporates to raise funds and the key legal issues that affect borrowers and lenders. Sub-topics under this course include the following:

Overview of bank lending (including what constitutes syndicated lending, the key legal issues for lenders and how these are addressed through the main documents etc)
Fund-raising in the capital markets (to some degree, the content here would overlap with that covered in a course on securities regulations but would also cover the use of trusts in common law capital markets transactions, the key legal issues and risks). In this context, the complicated debt securities such as CDOs, structured products, securitisations etc can be covered.
Risk management – this is an important aspect of financing these days. The crisis has shown that little attention was paid to how banks monitor and regulate their exposures. In this context, there can be interesting discussions on post-crisis regulations, derivative products, issues such as capital adequacy for banks etc.

Law of Cybercrime and Digital Investigations

The Module will encompass, on a comparative law basis, but using as a starting point, English and Singapore criminal law, the relevant substantive law applying to cybercrimes, it will critically assess investigative powers and techniques, criminal rules of evidence, criminal jurisdiction and international co-operation based on the Cybercrime Convention and international enforcement co-operation (eg extradition) and the role and liability of internet intermediaries such as Online Service Providers, payment providers and domain name providers and critically balance state powers, the need for preventing and prosecuting cyber criminality and civil liberties. In terms of substantive law will cover computer and internet misuse (hacking etc), fraud and related offences, content control offences and communication offences. Much emphasis will be placed on the internet as a cross-border medium and the consequent complexity of investigating and prosecuting cybercrime.

Law of International Trade

This course will consider the private law of transactions (governed by Singapore or English Law) which involve the movement of goods from one country to another. It will not cover the public law controls, such as WTO, which effect such transactions nor transactions which are governed by other legal systems.

Broadly parties have wide freedom to choose the applicable law. English law is chosen to govern many transactions with no connection with England. Exactly the same possibilities exist for Singapore Law.

Three main groups of contracts will be considered:

International sales, particularly CIF and FOB contracts
Contracts providing for the movements of goods by sea. Charterparties and bills of lading
Contracts to finance such transactions. Letters of credit. Guarantees and bonds.

Law of Mergers and Acquisitions

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 , 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, competition issues, compulsory acquisitions and financing.

Case studies, adapted from real life examples, will be used extensively in the course.

Prerequisites: Contract Law, Law of Business Organisations and Corporate Law

Law Study Mission

Businesses do not operate in a vacuum but in a social, economic, and legal context. The legal environment is particularly important given the fact that substantial economic value is captured by contracts as well as a range of intellectual property rights, and credible enforcement of such contractual and property rights have significant impacts on management and entrepreneurship decisions. The aim is to provide a contextual examination and deeper understanding of law-making, judicial institutions, legal practice and law-related bodies in that country and how they relate to the conduct of business. Through the Law Study Mission (LSM) the student is expected to gain an appreciation of the formation, practice and application of law, and the legal institutions and culture in their wider business context within the foreign system. The LSM aims to expose students to these aspects when they visit and engage in participant observation and interviews of firms, legal institutions and businesses overseas as well as stakeholders, including governmental agencies. The purpose of the course includes exposure to the most critical issues of international business and entrepreneurship in the city that is part of the study mission.

Legal and Commercial Principles in Project Financing Transactions

Finding a means of financing major infrastructure projects is a key to the project’s ultimate success. Project financing is a favoured means of enabling governments across the world to build roads, ports and airports; provide power to their people; exploit natural resources; build medical facilities; and finance a myriad of other public works. Looking at the legal perspective, the course will provide an introduction to the way in which major projects are financed, focusing on the key features of the financing and the players who bring infrastructure projects to life. Attention will be paid to the key legal and other risks which must be addressed through the project financing, and the adaption of project financing techniques to different regions of the world and different types of projects. The course will use practical examples and conclude with involvement of the students in practical exercises in evaluating government concession arrangements and the terms of a project financing.

Legal Issues in E-commerce

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 commerce. It includes a theoretical as well as a technical backgrounder to illustrate the complexity of the environment and the to enable the students to understand the architecture of the Internet and to comprehend its implications (and limitations) for business – both with regards to such simple activities as setting up an on-line shop and with regards to the provision of specialized communication or content services. The course aims to prepare students not only to understand the current legal problems and business trends, but also (to the extent possible) to anticipate future developments. By giving a snapshot of the e-commerce market, its major players and dominant business models, the individual topics focus on existing challenges of both legal and technological nature. Students will be guided through the respective legal issues that arise at various stages of establishing an online business or adapting an existing business to the online environment.

Negotiation & Mediation for Lawyers

Negotiation forms a large part of what lawyers do. The purpose of this course is to provide an introduction to negotiation and mediation in practice. This course pursues two parallel tracks of inquiry:

First, the course will examine the development and role of alternatives to litigation in the last three decades, and will in particular consider the arguments for and against extra-judicial processes of dispute resolution. This aspect of the course will also examine, on a comparative basis, the manner in which legislatures and the judiciary have responded to the growth of negotiation and mediation, especially in developing such processes as judicial settlement conferences, judge-led or court-annexed mediation, restorative justice, the statutory provision for mediation, and judicial 'supervision' of private justice;

Second, the course will provide an introduction to the core skills and processes of negotiation and mediation, in particular paying attention to the practice of mutual gains bargaining and negotiating in the international legal environment. These skills of negotiation and mediation may be identified as encompassing dispute analysis, dispute management, bargaining, problem solving, effective communication, and relationship-building skills.

Pre-trial Practice in Civil Litigation (0.5 course unit)

This course introduces students to pre-trial practice in civil litigation, and serves to blend legal principles of civil procedure with practice. Between the commencement of an action and the actual trial, various pre-trial applications and matters would have to be dealt with. The course, which will be practice-oriented and skills-based, will consist of 6 workshops premised on a hypothetical case scenario, and cover specific pre-trial areas including drafting of pleadings, interlocutory applications and affidavits and submissions.

Principles of Singapore Income Tax

This course covers the main or fundamental principles of Singapore income tax, including the taxation framework, the distinction between income and capital payments and expenditures, tax residence, the taxation of resident companies, individuals and other resident taxpayers, the taxation of non-residents, the concept of withholding tax, anti-avoidance provisions and capital allowances. Other topics may also be discussed briefly, e.g. double taxation agreements, international taxation and transfer pricing. The aim is to equip students with a basic knowledge of the fundamental principles of income tax so that they can appreciate how income tax works in Singapore and the common issues that may be faced by businesses and other persons in relation to income tax.

Principles of Taxation of International Business Transactions

This course provides an overview of the fundamentals of Singapore income tax, including the taxation of companies and individuals. The course will also cover selected tax incentives, anti-avoidance provisions, withholding tax concepts and double tax treaties. Other topics will also include mergers and acquisitions, international taxation, transfer pricing and indirect tax. Finally, we will look at Asia and provide an overview of some tax systems (i.e. China, Indonesia, and Thailand).

This aims to equip students with the knowledge of the fundamentals of income tax to help them comprehend the income tax system in Singapore and the common issues faced by corporations and other persons related to income tax.

Public International Law

This course examines what diplomats once referred to as the "law of nations" - ideas about sovereignty, self-determination, humanitarian intervention, state responsibility, and human rights.

It begins by considering fundamental questions about the nature of international law - its origins, sources, subjects, application and the limits on the authoritative enforcement of its obligations.

The course then looks at a series of international law topics and issues which are of contemporary relevance, such as the settlement of trans-national commercial disputes, the development of international human rights, and the emergence of a body of international criminal law and the establishment of tribunals for its enforcement.

Throughout, the course will consider the reception and application of international law by Singapore courts and the international disputes which the Singapore government has negotiated or litigated.

Public International Law and Domestic Law: International Commerce

Public international law is no longer the exclusive domain of the government lawyer. Taught by 3 leading practitioners in international investment arbitration and international trade law, this course addresses the increasing interface between public international law and commercial/corporate private practice which is most manifest in international investment law, international trade law, international commercial arbitration and other discrete aspects of law which relate to international commerce. Bearing this in mind, the course not only provides students with an introduction to key principles of public international law which they may encounter in private practice but also covers practical aspects of international investment law/international arbitration/international trade law to students who intend to practice in these areas. The convergence between public international law and commercial/corporate private practice is also intensifying in other areas of practice such as international financial law, cross-border mergers and acquisitions and international insolvency law. This course will also briefly introduce students to these topics.

Shipping and Admiralty Law

This course aims to give students a thorough knowledge and understanding of the legal principles, policies and values underpinning the carriage of goods by sea and the arrest of ships. As the course is taught by maritime law practitioners, there will be a particular focus on common issues arising in the practice of shipping and admiralty law. The course will examine the main features and the commercial significance of the different types of charterparties and bills of lading commonly used in international sea trades. There will be a detailed examination of the contractual relationship between owners, charterers and shippers and their respective contractual obligations in time and voyage charters. The main features of international shipping conventions will be examined from a practical point of view. This course also provides study of the principles and practical application of the law of ship arrest. Another main area of study is the role of jurisdiction and arbitration clauses in shipping matters and their practical application.

Trade and Investment Law

Singapore is a centre of trade and investment. The fields of international trade and investment law are intertwined, and an understanding of the law, trade and investment barriers, practices, institutions and policies operating in these fields is essential to effective work in international law firms, multinational corporations and international legal work in government. The first part of this course examines the international trade landscape, the main institutional protagonist, namely the World Trade Organization, and its rules, while the second part examines the legal issues surrounding cross-border investment decisions and disputes, particularly those arising in ICSID arbitrations. The course will equip students with an understanding of the sources of law, its interpretative instruments, the relevant institutions and their rules and the ability to identify common trade and investment issues facing international businesses in order to work out appropriate legal advice and solutions.

WTO: Law and Policy

While rather young compared to other international organizations, the World Trade Organization (WTO) has quickly become the most important international organization for business firms across the globe. Its ever expansive rules now cover issues including trade in both industrial and agricultural products, trade in services, labor mobility, investment, free trade agreements, health and food safety, and a wide variety of domestic regulatory regimes. Thus, it is important that lawyers advising business firms understand these rules so they may help the clients to structure their transactions to maximize their benefits and minimize the costs.

This course will help the students to study the legal rules of the WTO, which cover tariff measures, antidumping and safeguard measures, food safety regulations, as well as domestic regulatory requirements. Using real WTO cases decided by the WTO tribunals as examples, the students will be able to critically examine how these rules are made, what are the impacts on business firms, how to argue the best case for their clients, and how these rules could be improved in the future. Taught by a former WTO staff member who is among a handful of people in the world who has worked on WTO cases at both Panel and Appellate Body levels as an insider, the students will also gain valuable insight into the WTO dispute settlement process, which arguably is the most important international tribunal in the world today.

The knowledge and skills learnt in this course will be helpful for students to explore a wide range of career options, including private law firms, government agencies (MFA, MTI), multinational companies, and international organizations (WTO, World Bank).