NATIONALUNIVERSITY OF SINGAPORE
NUS Business School
Department of Strategy & Policy
BMA 5102 Legal Issues in Business
Coordinator:A/P Ravi Chandran
Session:Semester I, 2011/2012
Course Objectives
This module is intended to equip students who will be business managers with legal knowledge that is relevant to commercial transactions so that they can, not only understand the rights and obligations of a business, but also pre-empt potential legal problems, by taking appropriate preventive measures.
Course Focus
Each country’s law is different and the focus of the module would be Singapore law. However, in relation to commercial matters Singapore’s laws are largely similar to that of Commonwealth countries. Further, some notable differences between Singapore law and the laws of other countries such as the US or China would be pointed out as the course progresses. Many international examples would also used and the group assignment relates to a comparative study. Thus students would get a broad global perspective as well.
Course Outline
Part I
This part introduces the legal environment in which a business operates and topics covered include the relationship between business and law on one hand and ethics and law on the other.
In addition, the different commercial dispute resolution methods, including mediation and arbitration, will be highlighted, the latter being particularly significant in the international business context. The cost effectiveness of these various methods would also be examined.
Part II
This part considers one of the first questions that an entrepreneur would face, namely, what sort of vehicle should he choose to run his business. The business structures covered are sole-proprietorships, partnerships, companies, limited liability partnerships and limited partnerships. A cost-benefit approach will be used to highlight the differences between these various structures. In addition, some corporate governance issues and director’s duties will also be addressed when considering companies.
Part III
A business would deal with a whole range of persons, including suppliers, financiers, distributors, marketers, insurers, transporters, warehousers, landlords, contractors, franchisees, agents, employees and consumers. A business’s relationship with all these parties is primarily governed by contract and it is estimated that nearly 85% of business disputes are contractual in nature. Thus it is crucial that a business has good understanding of how contracts work.
Topics covered include general contractual principles as well as contractual principles relating to specific situations such as those relating to employment and the sale of products and services. Contractual and other issues relating to agents such as forwarding agents and insurance intermediaries will also be addressed.
In addition, a sample cross-border contract will be studied so that a business understands the common terms used in contracts, including international contracts. Following that, students will also have the opportunity to draft of a sample contract.
Part IV
Besides incurring liabilities or acquiring rights under a contract, a business may also incur liabilities or acquire rights on other grounds and this part covers these other grounds.
Topics covered encompass, negligence liability of a business, including that of manufacturers, distributors, importers, developers, contractors, employers, accountants, stockbrokers and bankers.
In addition, the business protection of intellectual property rights (such as copyrights, patents and trademarks), in particular, the protection of goodwill and business name, through an action in passing off, would also be highlighted.
Course Expectations:
(a) Students are expected to analyse factual situations and apply knowledge acquired to solve and/or resolve problems.
(b) Students are expected to evaluate the validity of some legal principles or laws.
(c) Students are expected to recognise some similarities and differences between the laws of Singapore and that of other countries.
(d) Students are expected to actively participate in class.
Reading List
Recommended Textbook:
Ravi Chandran: Introduction to Business Law in Singapore – 4rd Edition
The book is available at NUS Co-op (Forum Branch).
Various cases and internet-based articles will also be referred to from time to time.
Methods of Assessment
Group Assignment: 20%
Individual Class Participation: 20%
Class Tests: 60%
Further Details about Assessment:
As for the group assignment, each group would typically consist of 3/4 students (depending on class size). The group assignment is due on the 4th of November. If a group member has not contributed much, please let me know.
The group assignment would consist of 2 parts and the combined word limit is 3000 words:
(a)The first part would consist of a comparative study between the laws of Singapore and that of any other country/countries in relation to aparticular topic of your choice (in so far as there are differences, the paper should also examine the issue of which system is better) and
(b)The second part would consist of a discussion/analysis of a news article (eg: from the internet or from a magazine) which relates to something which we have covered in the course, but which took place in another country.
As for class participation, it is crucial that you participate actively and share your experiences. Such a requirement forces you to think on the spot. Your participation will be monitored and taken note of on a regular basis.
Below 12 / Does not turn up for classes often/Not prepared most of the time13 to 15 / Answers only when called/Superficial understanding
16 to 18 / Volunteers to answer or ask questions/Quite good understanding
19 to 21 / Volunteers to answer or ask questions quite consistently/Good understanding
22 and above / Exceptional/Has read up well/Actively participates and contributes in class/Asks critical or detailed queries/Impactful
As for the class tests, it would be open-book. There will be two tests. The first is likely to be on the 21st of October and the second is likely to be on the 18th of November.
Contacting the Facilitator:
If you have any queries regarding the course, do not hesitate to see me or use the discussion forum/e-mail.
E-mail: ; Phone: 65163045; Room No: MochtarRiady Building: # 06-29