Chinese Contract Law

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Chinese Contract Law
This Course Guide has been taken from the most recent presentation of the course. It would be useful for reference purposes but please note that there may be updates for the following presentation.
LAW B844W
Chinese Contract Law


Introduction

Welcome to LAW B844W Chinese Contract Law, a compulsory, five-credit course in the Master of Laws in Chinese Business Law (LLM (Chinese Business Law)) programme. This course takes one semester to complete and gives you a thorough overview of the principles and practices of Chinese contract law, as well as its implications in business law.

The course will review the basic structure of Chinese contract law, including the legislation known as the Contract Law of the People's Republic of China, and other related laws and regulations. Through this course, you will attain a good grasp of the core areas of coverage of contract law. You are expected to be able to apply the principles of contract law to real life cases upon completion of this course.

The course focuses on the operation of principles of contract law in business scenarios. Each unit reviews contract law from a business perspective in order to equip you with the ability to apply the law in commercial practice.

Purpose of this Course Guide

This Course Guide tells you briefly what the course is about and outlines the aims and objectives of the course. It also gives you information about the course materials and how you can work your way through the materials. It suggests the amount of time you will need to spend to complete the course and the units. Finally, it gives you information about tutorial assistance and a general idea of when your tutor-marked assignments are due.

Course aims

The main aim of this course is to introduce the principles and practices of Chinese contract law, including formation of contracts, validity of contracts, performance of contracts, termination of contracts and remedies for breach of contract. You are expected to acquire a good grasp of the key concepts and principles of contract law and develop the necessary analytical skills for resolving contract law issues in real-life cases.

Course learning outcomes

On completion of this course, you should be able to:

  1. Analyse the key concepts, historical development and application of Chinese contract law.

  2. Review and apply the essential elements and formalities in the formation of contracts.

  3. Examine the performance, discharge, variation, assignment and termination of contracts.

  4. Assess the liability in breach of contract and evaluate remedies for breach of contract.

  5. Analyse the review of contracts, and apply the general principles of sales contracts, lease contracts, contracts for works and commission contracts.

Course materials

As LAW B844W is an online course, all the study units and most of the supplementary readings will be provided in the Online Learning Environment (OLE). You are required to have access to the Internet through a personal computer equipped with a webcam to take part in the e-learning activities.

Online study units

There are five study units in LAW B844W Chinese Contract Law. Each unit consists of approximately four weeks' worth of part-time work. The study units outline the objectives of each section, summarize key issues, explain the relevant theories and practices, and comment on related readings and case studies. Each unit contains self-tests and activities to reinforce your assimilation of the issues under discussion. The following table gives you an overview of the study units and each key topic, the time taken to complete each unit, and the assignments that assess the units.

Unit Title Weeks Assignment
1 General principles of contract law 3  
2 Formation of contract 3  
3 Performance of contract 3 TMA 1
4 Remedies for breach of contract 3  
5 Application of contract law to business 4 TMA 2
  Total 16 2

In addition to the online study units, you will be expected to make use of other materials from time to time as stipulated below.

Printed materials

Although you will not be provided with printed copies of the Course Guide and the five study units, you will be given the option to download .pdf versions of the study units if you prefer a printable option.

Supplementary readings

There is no set textbook for LAW B844W.

As you study the course, you will be directed in the units to read specific pages excerpted from relevant textbooks, or other readings. Copies of the required supplementary readings will either be available online or provided as hard copies.

Optional English-language textbooks

You may often want to refer to the following reference books, which will help you in your studies, although they are not compulsory. There has been an important and most welcome increase in publications on PRC laws in the English language since China's accession to the WTO, but this still fails to keep pace with China's rapid legal and economic development. Some of the following books provide an overview of the Chinese legal system, and are useful for students who are not familiar with it. Some of them may not be sufficiently up-to-date for the purpose of this course. You should refer to more in-depth material in leading law journals (see further below).

Ash, R F and Kueh, Y Y (eds) (1996) The Chinese Economy under Deng Xiaoping, Oxford: Clarendon Press.

CCH China Laws for Foreign Business, CCH Asia Pte Limited (loose leaf, multi-volumes).

Chen, H Y (1998) An Introduction to the Legal System of the PRC,2nd edn, Hong Kong: Butterworths.

Epstein, E (1998) 'Codification of Civil Law in the PRC', UBC Law Review, 32(1): 153–98.

Hus, C S (ed.) (2003) Understanding China's Legal System: Essays in Honour of Jerome A. Cohen,New York: New York University Press.

Ling, B (2001) Contract Law in China,Hong Kong: Sweet & Maxwell (Asia).

Lubman, S (ed.) (1996) China's Legal Reforms,Oxford: Clarendon Paperbacks, Oxford University Press.

Potter, P (2001) The Chinese Legal System: Globalisation and Local Legal Culture, London: Routedge.

Wang, L M and Xu, C X (1999) 'Fundamental principles of China's Contract Law', Columbia Journal of Asian Law, 13: 1–34.

Wang, G G and Mo, J (1999) Chinese Law, Kluwer Law International.

Yu, B Q (ed.) (1999) Contract Law of the People's Republic of China, PRC: Foreign Languages Press.

Zhang, X C (ed.) (2001) Introduction to Chinese Law, Hong Kong & Singapore: Sweet & Maxwell Asia.

Zhao, Y H (1997) 'Contract law' in Wang, C G and Zhang X C (eds) Introduction to Chinese Law, Hong Kong: Sweet & Maxwell (Asia).

English-language journals

  • Chinese Law and Government

  • Columbia Journal of Asian Law

  • China Law (http://www.cnlaw.com.hk/page1-e.htm#)

  • Hong Kong Law Journal

  • China Law & Practice (published by Asia Law & Practice)

Chinese-language sources

Students who understand written Chinese are encouraged to read from primary sources, e.g.:

  • The Gazette of the National People's Congress Standing Committee

  • The State Council Gazette

  • The Supreme People's Court Gazette

  • The Supreme People's Procuracy Gazette

New legislation and other materials from primary sources are often reproduced by Fazhi Ribao (法制日報) and Renmin Ribao (人民日報).

Selected websites

Many websites contain useful materials. Among the most important sites are the following (some of them are in Chinese only).

Official websites

Central People's Government of the People's Republic of China: http://www.gov.cn/

People's Bank of China 中國人民銀行: http://www.pbc.gov.cn/

Supreme People's Court of PRC 中華人民共和國最高人民法院: http://www.court.gov.cn/

Supreme People's Procuratorate of China 中華人民共和國最高人民檢察院: http://www.spp.gov.cn/

China International Economic and Trade Arbitration Commission: http://www.cietac.org.cn/

China Maritime Arbitration Commission: http://www.cmac.org.cn/

General Office National Committee, Chinese People's Political Consultative Conference: http://www.cppcc.gov.cn/

Xinhua News Agency: http://www.xinhua.org/

Legal Info 中國普法網: http://www.legalinfo.gov.cn/

Ministry of Commerce of the PRC: http://www.mofcom.gov.cn/

Ministry of Commerce of the PRC-Department of WTO Affairs: http://sms.mofcom.gov.cn/

Bureau of Fair Trade for Imports and Exports: http://gpj.mofcom.gov.cn/

Bureau of Industry Injury Investigation: http://dcj.mofcom.gov.cn/

State Administration of Foreign Exchange: http://www.safe.gov.cn/

China Securities Regulatory Commission 中國證券監督管理委員會: http://www.csrc.gov.cn/n575458/index.html and http://www.csrc.gov.cn/n575458/n4001948

National Digital Library of China中國國家數字圖書館: http://ndlc.cntv.cn/01/index.shtml

Other websites

China Law.net: http://www.ceilaw.com.cn/

Chinalawinfo.com北大法律信息網 : http://www.chinalawinfo.com/

Isinolaw: http://www.isinolaw.com/

Law-lib.com: http://www.law-lib.com/

China Journal Net 中國知網: Available in the OUHK e-library.

Tsing Hua University Library 清華大學圖書館 : http://www.lib.tsinghua.edu.cn/

China Court: http://www.chinacourt.org/

Legal Daily 法制網: http://www.legaldaily.com.cn/

Database of Laws and Regulations: http://www.npc.gov.cn/englishnpc/Law/Frameset-page.html/

China Law and Practice: http://www.chinalawandpractice.com/

Worldwide Legal Directories: http://www.hg.org/

Commercial information providers

Lexis-Nexis: http://www.lexis-nexis.com/

Westlaw: http://www.westlaw.com/

Computer equipment requirements

To take e-learning courses, you should have the appropriate hardware, operating system and software. The following are the requirements:

Hardware and Operating System

You should have the following minimum configuration:

  • a personal computer with a 1GHz Intelâ Pentiumâ 4 or faster processor (or equivalent),

  • 1 GB of system memory or above,

  • broadband connection to internet and Port 1935 is not blocked,

  • Windows Vista, 7 or a newer version of the Microsoft Windows platform, or Mac - OS X 10.8, 10.9, 10.10 and

  • a printer connected to your computer for printing online course content.

Hardware Requirements for Real-time Online Lectures/Tutorials

 

Suggested configuration

CPU

Windows OS:  1.5GHz Intelâ Pentiumâ 4 or faster processor (or equivalent)
Mac OS: 1.83-GHz Intel Core Duo or faster processor

Memory

1 GB or above

Multimedia peripherals

Earphone and microphone
USB webcam (required for courses with online oral presentations)

Operating system

Windows 7 or later;
Mac OS X 10.8, 10.9 or 10,10

Software configuration

You should have the following software configuration to support e-learning:

  • Internet browser: Mozilla Firefox/ Internet Explorer 8.0 or above/ Google Chrome. If you use an older version of a browser, parts of web pages may not be displayed normally. For Macintosh users, other browsers such as Google Chrome/ Mozilla Firefox are recommended.

  • Some interactive activities require the plug-in for Adobeâ Flashâ Player 13 or above. If your browser does not have the plug-in, you will see a message indicating the URL where you can install it.

Anti-virus software

Computer viruses are a serious problem. In order to protect your computer, you are advised to install suitable anti-virus software. You should also periodically get the updates for your anti-virus software. The University has included a URL on Online Learning Environment (OLE) where free anti-virus software can be downloaded.

Course assessment

The formal assessment for this course consists of tutor marked assignments, participation in an online discussion forum and the final examination.

Tutor marked assignments

You are required to complete two tutor-marked assignments (TMAs) and submit them to your tutor for evaluation and grading. Each assignment will be marked out of 100 and will assess your grasp of the materials covered in the respective units. The two assignments are required and are weighted equally (20% for each TMA). The combined marks for the two assignments will account for 40% of the course's overall assessment.

TMA extension policy

The assignment policy of the University as stated in the Student Handbook should be observed. You are required to submit assignments for this course in accordance with the dates communicated by your course coordinator. You may apply for a submission extension on the grounds of illness, accident, disability, bereavement or other compassionate circumstances.

Applications for extensions of up to seven days should be submitted to the tutor. The tutor shall consider valid and unexpected emergencies on an individual basis. Normally, documented proof of the extenuating circumstances is not required for extensions of up to seven days. The tutor shall decide and advise you of the revised date for submission.

For extensions of over seven days, you should note the following:

  1. If you require an extension of more than seven days on the grounds of illness, accident, disability, bereavement or other compassionate circumstances, they are required to complete an 'Application Form for Assignment Extension over seven days' and submit it to the Course Coordinator.

  2. Supporting documents must be submitted along with the application for extension of over seven days to justify the claim.

  3. Applications for extension should normally be lodged before or on the due date.

  4. Applications are considered by:

    1. the Course Coordinator for extensions of 8 to 21 days; and

    2. the Dean for extensions of over 21 days.

If the assignment is posted to the tutor, it is your responsibility to check that the assignment has successfully arrived (see Assignment File). Extension applications without supporting documents on the grounds of postal loss will not be accepted. The University cannot accept any responsibility for assignments that are not received by your tutor due to problems with the post. As a precaution, you are advised to keep a copy of each assignment you submit and obtain a certificate of posting from the post office when you post your assignment.

According to the University's policy, there is no extension of the cut-off date for the final TMA.

Final examination

The final examination for LAW B844W is of three hours' duration and is worth 50% of the total course grade. The examination consists of questions similar to those in the tutor-marked assignments.

A specimen examination paper will be provided before the examination for practice purposes. The format of the specimen examination will be similar to that of the final examination.

Participation in online discussion forum

You are required to contribute to an online discussion forum throughout this course, participation in which will count for 10% of your final mark for the course.

Assessment summary

Assessment type Marks
Assignments 40%
Online discussion forum 10%
Final examination 50%
Total 100%

As specified in the Student Handbook, your final result in this course depends on your performance in both the continuous assessment (TMAs) and the examination. In order to pass the course, you need to pass both the continuous assessment and the examination. For more information on the University's policies on assignments and examinations, please refer to the section 'Assignments and examinations' in the OUHK Student Handbook.

Tutors and online support

Tutors

Your tutor will mark and comment on your assignments, keep a close watch on your progress, provide advice on any difficulties you might encounter, and generally assist you during the course.

You will be notified of the name and contact details of your tutor as soon as you are allocated to a tutorial group (shortly after the start of the course).

Do not hesitate to contact your tutor by telephone or email if you need help. The following might be some typical circumstances in which you would find help necessary. Contact your tutor if:

  • You do not understand any part of the study units or the assigned readings.

  • You have any difficulty with the self-tests.

  • You have a question or problem with assignments, or with your tutor's comments on or grading of an assignment.

It is a good idea to keep copies of all TMAs you submit for reference during any telephone conversations with your tutor. Remember that TMAs should be submitted in accordance with the due dates indicated. Your tutor will mark and return them to you as soon as possible.

Online support

In this course, you have the opportunity to interact with tutors and fellow students via the Online Learning Environment (OLE). You will at times be referred to the course discussion board to exchange views with other students on particular issues, or you may like to post your own questions and invite feedback from others. Real-time lecture/tutorial sessions on specific topics will be delivered via teleconferencing facilities. It is strongly recommended that you make use of the course discussion board and teleconferencing sessions. They will provide considerable assistance in your study of law, and improve your chances of earning higher marks on your TMAs. They will also bring you into contact with other students who are studying through the OUHK. Experience shows that students who form study groups to exchange ideas tend to perform better.

Summary

LAW B844W Chinese Contract Law is a one-semester course which presents an overview of the principles and practice of Chinese contract law. Throughout the course there is a strong emphasis on practical application of contract law to business scenarios. Upon completion of this course, you should be familiar with the basic principles of contract law. You should also be in a better position to apply Chinese contract law in business transactions with mainland China.

As you work through the five units of the course, you will be supported through interaction with your tutor and your coursemates and will be expected to participate on the course discussion board.

Best wishes for your study of LAW B844W!

A note about the course developers

Walter Lee graduated from the University of Hong Kong (LL.B., 1990; P.C.LL, 1991) and later obtained an LL.M. from the University of London. He is admitted to practise as a solicitor in Hong Kong, and also admitted in England and Wales (non-practising). He is a partner of Gallant Y.T. Ho & Co and head of the commercial dispute resolution team. He is Member of The Chartered Institute of Arbitrators (East Asia Branch) and a member of the Employment Law Committee of The Law Society of Hong Kong. His publications include Butterworths Conveyancing and Property Law Handbook, Butterworths Contract Law Handbook, Hong Kong Court Forms (Title V, Companies (General)) and three volumes in Annotated Ordinances of Hong Kong.

Jenny Chung graduated from the University of Hong Kong (LL.B., 1990; P.C.LL, 1991) and later obtained an LL.M. from the University of Hong Kong. She has been admitted as a solicitor both in Hong Kong and also in England and Wales (non-practising). She has gained professional experience as a commercial lawyer in two leading City firms respectively and later as an in-house lawyer. She has now ceased practice and has become a course developer for The Open University of Hong Kong.

Deferment of studies

If you wish to defer your studies of this course until a later date, you should apply for deferment of studies. For the regulations governing deferment of studies, please refer to Section 14, 'Regulations for Admission, Registration and Maintenance of Status', in your Student Handbook. If you have applied for deferment of studies you should continue with your studies of this course and submit the required assignments until formal approval is given by the University. Should you have difficulties in submitting an assignment, you are advised to liaise with your Course Coordinator and apply for a TMA extension. Students who have been granted deferment of studies will not be allowed to submit TMAs due before the date that their application for deferment of studies is received by Registry.

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