International Business Elon University School of Law Spring 2008 (Revised Feb. 18, 2008) Professor John D. Englar Office: 107C Telephone: 279-9352 Email: jenglar@elon.edu and johnenglar@aol.com (preferred) Office Hours: Mondays and Wednesdays, lunch and 1:00-2:00pm Class Times and Location Mondays and Wednesdays, 10:30am—12:00 Room 204 Casebook and Supplemental Materials Global Business Law: Principles and Practice, by John W. Head Carolina Academic Press (2007) The Wall Street Journal. Students are expected to scan the WSJ daily for articles concerning their country and/or company and to bring relevant news events into class discussions. WSJ is available through the library in hard copy and online. Course goal: To understand the impact of legal systems on global business transactions and the role of the lawyer in facilitating client success in such transactions. Team roles: Student teams will become knowledgeable with respect to the legal systems of an assigned country (and a leading company in that country) and will support class discussions with inputs on the legal system of the assigned country (and company) on key course issues. The purpose of this exercise (in addition to knowledge formation and sharing in class) is to assist students in developing teamwork skills. Having noted that some teams choose to have individuals complete assignments despite the team requirement, please note below that 40% of your grade is based on the team assignments Grading: Student grades will be based upon the following: 50% on the final exam (a take home exam) 40% on four team writeups 10% on class participation (emphasizing team subjects) Class schedule and assignments Note: Assignments and readings will be regularly supplemented via postings on BlackBoard Jan. 30 Introduction of course concepts and role of teams in class discussions. Read attached description of team roles. Read Text Chapter 1. Feb. 4 The impact of legal, political and cultural systems on business transactions Read Text Ch. 2, I, II, III (you are not responsible for the legal history but should find it interesting) Read your country section in Kiss, Bow or Shake Hands; a second team member should read the relevant section in When Cultures Collide. Both texts are on library reserve. Be prepared to discuss. Feb. 6 Business strategies for growth in the global economy Re-visit Text Chs. 1, 2 Discuss: speculate on the growth strategy of your company Feb. 11 International regulation of private commercial transactions Read Ch. 3 Feb. 13 International trade regimes in today’s global economy Jim Leonard, former Deputy Assistant Secretary on the US Dept. of Commerce for Textiles, will discuss his experiences in negotiating in the international trade regime arena Feb. 18 Role of contracts in international commerce—a first look Commercial transactions Scan Ch. 4 and 5. Understand illustrations 5A-5B and diagram 5.1 Feb. 20 Special concerns created by the Internet and electronic commerce Read Ch. 6, III. Scan Ch. 12, II and Doc’s 3.1--3.3 Feb. 25 Specific issues in private transactions Dumping Bribery Boycotts Ethical issues Read Ch. 10, IV and 13, I, III; scan Docs. 6.4, 6.5 Feb. 27 Offshoring – a special case study Mar. 3 The role of contracts in specific transactions Agents and distributors Read Ch. 6, II Franchises Read Ch. 8, IV Mar. 5 Foreign direct investment—strategic choices for business growth Read Ch. 9, I, II, III Scan Doc’s 4.--4.4 Mar. 10 A special case—Doing Business in China Business simulation with Randy Hanson of Womble Carlyle Mar. 12 Business structures in the global economy Re-read Ch. 9, III Note: Team writeup 1 due Mar. 17 Financing international investment Read Ch. 9, V Note: Team writeup 2 due Mar. 19 Minimizing risk in international transactions Read Ch. 11 Mar. 31 Human resource issues in international business April 2 Competition and antitrust laws—impact on cross border transactions Read Ch. 13 A-H, scan Sections I-J II, and read Doc. 6.6 April 7 Taxation of international business transactions April 9 Taxation of international business transactions April 14 Creating and protecting intellectual property Read Ch. 7 Note: Team writeup 3 due April 16 Fitting it all together Joint Ventures Read Ch. 9, IV; scan Doc. 4.7 April 21 Resolving disputes in international transactions Read Ch. 12, I; scan Doc’s 5.1--5.5 Note: team writeup 4 due April 23 Resolving disputes in international transactions April 28 Case study: The Daimler/Chrysler saga April 30 Case study: Exxon consortium in Kazakhstan May 1 TAKE HOME EXAM PRESENTED Note: the exam will present an actual transaction in today’s global economy. You will be required to prepare a comprehensive work plan to implement your client’s transaction. This will not be a test of substantive knowledge but rather of organizing the complex facts, information and transnational restraints into a practical work plan. What are the issues which must be overcome to succeed and what is the lawyer’s role in resolving them?? International Business Spring 2008 Team Roles and Assignments Team Role: Each student team will be responsible for an understanding of the legal system in its assigned country and the impact on business transactions. In addition, teams must become familiar with a leading company headquartered in the country (assigned) and use their knowledge of this company to supplement the country assignments outlined below. Team assignments are on the following page. Teams will be required to 1) be prepared to participate in oral class discussions, and 2) submit a three page written discussion of four topics as follows: In classes two and three, be prepared to orally discuss the political, business and cultural climate of the country and give a brief (one minute) snapshot of the assigned company. For the class Feb 13: attempt to determine the manner in which your country participates in the global trade system and regulates inbound and outbound (cross border) commercial transactions. Does this impact your company’s business? Written submissions will be required as follows: Class Mar. 12: Discuss the forms/structures available for private business in the country. What form is your company in and why? Class Mar. 17: Discuss the system of capital formation in the country. Is there an effective system/structure for raising capital? Can non-resident firms participate? How is your company capitalized? Class April 14: Discuss the system for creating and protecting intellectual property. How important is IP to your company’s business model? Class April 21: Discuss the alternatives for dispute resolution in the country. Team Assignments (Country and Company) 1. Canada (Suncor Energy) Andrejo, Anthony, Armfield, Hazel 2. Mexico (CEMEX) Valente, Bennett, Bobb, Brooks 3. Russia (GAZPROM) Cayll, Cornett, Van Roten, Dallas 4. China (Lenovo) Deguerre, Dovonan, Gibbons 5. Japan (Sony) Gowan, Haynes, Hyde 6. Brazil (Embraer) Ivey, Ivey, Jetton, Lucente 7. India (Reliance) McKenna, Meredith, Moore, Nettleman 8. Germany (Seimens) Patel, Reeves, Ribelin, Robinson 9. United Kingdom (Unilever PLC, assume the company is solely UK) Saslow, Snyder, Spencer 10. Holland (Unilever NV, assume the company is solely Dutch) White, Xixis, Aust, Rausch 11. Singapore (Singapore Airlines) Stephenson, Stewart, Sullivan, Thompson