Law Schedule of Classes

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263.1 sec. 001 - Advanced Topics in Corporate Governance: A Comparative Analysis of the U.S and Asia (Fall 2023)

Instructor: Zenichi Shishido  (view instructor's teaching evaluations - degree students only | profile)
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Units: 1
Grading Designation: Credit Only
Mode of Instruction: In-Person


Tu 6:25 PM - 8:35 PM
Location: Law 111
From August 22, 2023
To September 26, 2023

Course Start: August 22, 2023
Course End: September 26, 2023
Class Number: 32136

Enrollment info:
Enrolled: 13
Waitlisted: 0
Enroll Limit: 23
As of: 12/08 02:03 AM

This seminar course focuses on a comparative analysis of business systems across the world, particularly those in the US and Asia. We will discuss the basic question: how does law matter to business practice?

To answer this question, we need to take into consideration two complementarities. First, the legal system in a given country consists of a variety of legal subject areas, including corporate law, securities regulation, labor law, bankruptcy law, and tax law, among others. These areas of law do not operate in isolation but rather in complement to affect the business practices in a country. Second, the law operates in conjunction with economic markets and social norms.

With this in mind, I propose the following framework: consider the firm as a forum for incentive bargaining among four major participants: management, employees, creditors, and shareholders. How do the complementary effects of various laws, markets, and norms affect the incentives of each participant? How has this affected the accepted business practices in a country, and in turn, the broader business system?

Each week, students will be exposed to readings in business law theory, as well as more recent scholarship that applies those theories to case studies of modern US and Asian firms. Through the readings and participation in class discussions, my hope is that students will learn to think critically about the dynamic interplay of legal systems, economic markets, and social norms and their combined effects on business systems. This class will be a great introduction to US business law via a comparative law approach with Asia.

This course will have an 8-10-page final paper.

Zenichi Shishido is Professor of Law at Musashino Univesity, Professor Emeritus at Hitotsubashi University, and continues to be a Visiting Professor at UC Berkeley School of Law on a regular basis. Professor Shishido taught at Seikei University (1983-2009) and has been a Visiting Professor at Columbia Law School (1998 -1999), Harvard Law School (2005) and Duke Law School (2020), and a Senior Research Scholar in Law at Yale Law School (2015). He is also a Senior Research Scholar at National University of Singapore (2017) and a BFI (Becker Friedman Institute for Economics at the University of Chicago) Visitor. Professor Shishido is a well-known authority on Japanese and comparative corporate governance, having written extensively on the subject in both Japanese and English. He has also served on advisory councils to Japan’s Ministry of Economy, Trade and Industry (METI) and Ministry of Justice (MOJ). His publications in English include the books Enterprise Law: Contracts, Markets, and Laws in the US and Japan (Edward Elgar, 2014), and Joint Venture Strategies: Design, Bargaining, and the Law (Edward Elgar, 2015).

Exam Notes: (P) Final paper  
Course Category: Business Law

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