Syllabus overview

Introduction 
Outline 
What will I be expected to achieve? 
How will I learn? 
Course content 
How will I be assessed? 
Reading list 
Teaching materials 

Programme Master in Management

Academic
Academic Year 2020/2021
Year
Module/course
OP94
Code
Delivery
Paris
location
Language English
Course type Specialisation
Contact hours 120
ECTS M1
16
before 2020
ECTS M1
20
from 2020
Level 5
Semester Fall
Module name Law & Business: International Business Transactions
Field
Law & Tax
(Discipline)
Academic
Law Economics and Humanities
Department

CHEKROUN David, dchekroun@escp.eu
CREEL Jérôme, jcreel@escp.eu
GHIAIE Hamed, hghiaie@escpeurope.eu
Professor PILLET Gilles, gpillet@escpeurope.eu
SMITH Vincent, vsmith@escpeurope.eu
STRAUSS-KAHN Vanessa, vstrauss-kahn@escp.eu
WINANT Pablo, pwinant@escpeurope.eu

Federal
CHEKROUN David, dchekroun@escp.eu
module leader

Local Module
CHEKROUN David, dchekroun@escp.eu
Leader
Speaker(s)
Julien PELLEFIGUE, Anas BACHAR and Ghali LARAKI, Patrick BIGNON, Régis
CHEMOUNY, Donna COSTA, Rodney de SOUZA, Tony FRATTO, Samer ISKANDAR,
Maxime LEFEBVRE, Gaëlle MERCIER, Patrick-Hubert PETIT, Eliane ROUYER-
CHEVALIER, Eric THOMAS
Programme
Mathieu Carole, cmathieu@escp.eu
Manager(s)

Outline

Module/course Summary

The Law and Business specialisation prepares ESCP students as well as dual degree ESCP/law school
students for international careers in which an understanding of both legal and business concepts are essential.

The Law and Business specialisation aims to enable students to better analyse and understand the
opportunities and challenges that companies face when expanding their activities internationally. The
specialisation is designed to provide students with a legal framework to formulate successful modes of
market entry, including trade, exporting, licensing arrangements, partnering and strategic alliances, merger
and acquisitions, and greenfield ventures. Students willalso be able to identify business opportunities and
challenges based on a nuanced understanding of the geopolitical, economic, financial, ethical and cultural
environments in Europe, in the Middle East, in Asia, in Africa and in North America.

The Law and Business specialisation is taught in English and is offered in Paris. It is based on the expertise of
professors developed over years in the field of international business transactions in the US, Europe and in
the Middle East.

The students will learn through a combination of:

- lectures and class-room presentations of the readings, followed by feedback from experts and professors;

- case studies and problems to develop their legal analytical skills;

- speeches by qualified leading figures from the international legal and business world;

- research and writing international business transactions in group or individually under the guidance of the
professors;

- and a field trip to intensify learning by adding an experiential dimension that is not possible through reading
speeches and case studies.

The students enrolled in the Law and Business specialisation will have the opportunity to pursue a Double
Degree with one of the following Dual Degree Partners during the M2 year or after:

- M2 “Opérations & fiscalité internationale des sociétés” at Sorbonne Law School (French Language and a
Law degree requirements);

- M2 Business, Tax & Financial Market Law (BTFML) at the Faculty of Law – University Paris-Saclay
(French Language requirements);

- Queen Mary University of London LLM (English Language requirements).

The career paths chosen by our alumni are at the crossroads of law and business:

- Our ESCP L&B specialisation/Law School graduates (double degree) have found employment in France, in
their home countries and around the world. They pursue international careers mostly in law firms (Corporate
& M&A, Finance, Capital Markets, Tax, Antitrust, Dispute Resolution), legal departments and in
international organisations.

- Our ESCP L&B specialisation graduates pursue international careers in compliance and contract
management departments, in consulting, investment banking, international organisations, business
development, NGO and in the start-up industry.

Module/course objectives
The objectives of the Law and Business specialisation are to train students:

- to better analyse and understand the opportunities and challenges that companies face when expanding their
activities internationally;

- to provide a legal framework to formulate successful modes of market entry, including trade, exporting,
licensing arrangements, partnering and strategic alliances, merger and acquisitions, and greenfield ventures;

- to identify business opportunities and challenges based on a nuanced understanding of the geopolitical,
economic, financial, ethical and cultural environments in Europe, in the Middle East, in Asia, in Africa and in
North America.

What will I be expected to achieve?

Knowledge and understanding

On successful completion of this module, the students will be prepared for international careers in which an
understanding of both legal and business principles is essential. The students will be able to take a position
related to the legal profession (law firms; in-house lawyers) and business in any industry.

Students who successfully complete the Law and Business specialisation will be able to:

- describe and analyse the legal, economic, geopolitical, financial, ethical, human rights and sustainability
implications of doing business internationally;

- describe and analyse international trade theory and how government and business decisions influence
international trade and investment between countries;

- appreciate the nature of an international business transaction and recognise, in particular, the specific legal
and business problems which can arise;

- critically examine the three forms of doing business internationally (trade/international sales of goods &
services; agency/distributorships abroad - contract manufacturing or licensing of intellectual property; foreign
direct investment), the legal framework of each form, and the related legal and ethical risks of each form;

- reflect in written and oral form on the methods of resolving international business disputes (mediation,
litigation, arbitration);

- critically analyse corporate social responsibility;

- explain the prominent role that lawyers play in the current business environment and how lawyers interact
with managers;

- develop analytical and practical skills that include negotiating and drafting provisions of international
business transactions.

The purpose of the practical skills taught as part of the Law and Business specialisation will provide students
with an opportunity:

- to experience the development of an international business transaction,

- to learn how an international company is created, run and governed,

- to study the businesses and legal issues and strategies that impact the negotiation

- to learn about the role that lawyers and managers play in these negotiations,

- to give experience in drafting international business transaction documents,

- to provide negotiating experience in a context that replicates actual legal & business practice.

How will I learn?

Delivery modes

[x] 100% face to face [  ] 100% face to face/teaching materials online [  ] Blended [  ] 100% online

Comments:

The Law and Business specialisation is structured around 7 modules: 1 course of 30 hours and 6 courses of
15h.

Class attendance is mandatory. A student cannot be absent for more than 2 sessions per module, unless he/she
provides justification.

Teaching methods

[x] Lectures [x] Case studies [x] Business Simulations [  ] Group Work [x] Projects [  ] Tutorials

Comments:

The students will learn through a combination of:

-           lectures and class-room presentations of the readings, followed by feedback from experts and
professors;

-          case studies and problems to develop their legal analytical skills;

-           speeches by qualified leading figures from the international legal and business world;

-           research and writing international business transactions in group or individually under the guidance of
the professors;

-           and a field trip to intensify learning by adding an experiential dimension that is not possible
through reading speeches and case studies.

Course content

LX01: International Business Transactions (30 h) Prof. David Chekroun

LX02: Drafting International Business Transactions (15 h) – Prof. Gilles Pillet

LX03: International Business Transactions Negotiations (15 h) – Prof. Drew Shagrin

LX04: Taxation of International Business Transactions (15 h) – Prof. Julien Pellefigue

LX05 International Corporate Governance (15 h) Prof. David Chekroun

LX06: Economics of International Business Transactions (15 h) – Prof. Vanessa Strauss Kahn & Prof. Jérôme
Creel

LX07: Finance of International Business Transactions (15 h) – Prof. Anas Bachar & Prof. Ghali Laraki

How will I be assessed ?

Overview

The assessment procedures are specific for each module, with a final written test for each module which will
count for at least 50% of the total module evaluation.

Language of Assessment

English

Reading list

Author Title Publisher

Corporate Governance, Principles, Policies,Fourth Edition, Oxford University
- Bob Tricker,
and Practices, Press, 2019
Cambridge University Press,
- Dagan T., International Tax Policy.
2018.
- Daniel Chow, Thomas International Business Transactions: Problems, Wolters Kluwer Law & Business;
Schoenbaum, Cases, and Materials, - 4th ed., 2020
Negotiating Business Transactions: An
- Daniel D. Bradlow, Jay
Extended Simulation Course (Aspen 2nd Edition, 2018
Gary Finkelstein,
Coursebook)
Cambridge University Press,
- Hauffler A., Taxation in a Global Economy.
2001.
M&A contracts: Purposes, Types, Regulation Available at SSRN:
- John Coats,
and Patterns of Practice, https://ssrn.com/abstract=2593866
- Keneth A. Adams, The structure of an M&A contract, Thomson Reuters, 2016
- Paul Krugman, Maurice
International Economics – Theory and Policy, 11th edition, 2018
Obstfeld, Marc Melitz:
International Corporate Governance: A
- Thomas Clarke, Taschenbuch, 2017
Comparative Approach,
Drafting contracts. How and why lawyers do Second edition, Wolters Kluwer,
- Tina L. Stark,
what they do. 2013