Nearly every week, one of our China lawyers gets an email from someone (usually a law student or an in-China company manager) asking what English language books they should be reading to better understand China’s laws and legal systems. About six months ago, in Best China Law Books, we listed four such books. Since writing that post, no fewer than three excellent (though somewhat specialized) law books have come out that deserve to be added to that list.
if you want help understanding China’s legal system or aspects of it, I recommend the following books for the following reasons:
1. The Legal System of the People’s Republic of China in a Nutshell. Yes, this is part of West’s Nutshell series, but before you law students and lawyers start keeling over in laughter, let me explain. I am always telling law students they should read “the nutshell” of their course before they go to their first class in any given subject. I suggest they read the nutshell book from cover to cover as though they are reading a novel. In other words, they should not stress over whatever they do not understand and they should not worry about retaining anything.
I advocate reading nutshell books because they are a fast and relatively painless way to get a big picture view of a topic. Getting the big picture view allows you to put the pieces you learn later into their proper place.
The China nutshell (I read a previous edition a long long time ago) gives its readers a feel for Chinese law and a quick read of it will help you in thinking like a Chinese lawyer. Will it tell you what you need to do to get from point A to point E in forming a China WFOE or in terminating a Chinese employee or in registering your brand for a China trademark? No, but that should not be why you read it. You should read it because it is a good first introduction to Chinese law.
2. Chinese Commercial Law: A Practical Guide. This book was written by Maarten Roos, a Holland trained lawyer who practices in Shanghai. This book makes for a good first source on Chinese legal issues. It touches on the major legal issues foreign investors typically face in China. Its Amazon page accurately describes it as follows:
It clearly describes the opportunities and pitfalls exposed as a foreign investor engages with such elements of business in China as the following:
- Negotiating a detailed written contract.
- Performing a legal and commercial due diligence on a prospective partner.
- Resolving disputes through negotiation, arbitration or litigation.
- Establishing and enforcing trademarks, patents and other intellectual property rights.
- Investing in China.
- Considering the joint venture structure.
- Expanding through a merger or acquisition.
- Restructuring or liquidating an operation.
- Designing and implementing effective corporate governance.
- Retaining, managing and terminating employees.
- Arranging funds into and out of China.
- Ensuring both tax efficiency and tax compliance.
- Avoiding criminal liabilities in the course of doing business.
I agree and I think this book is a good nuts bolts introduction to the various topics it covers and it makes for a good initial legal reference on Chinese laws.
3. Understanding Labor and Employment Law in China. I gave a favorable review of this book when it first came out and my appreciation for it has only grown. This is what i said then:
I am three-quarters of the way through the book, Understanding Labor and Employment Law in China, by Ronald C. Brown. Brown is a Professor of Law and the Chair of the Pacific-Asian Legal Studies Committee at University of Hawaii Law School and can confidently state that it is a great book.
But it is not for those seeking merely a light dusting on Chinese labor and employment law. Not at all.
It is 332 page exposition on the current state of China’s labor laws. It was just published so it is quite current. Its appendix consists of translations of the key Chinese laws relating to labor and employment.
Who should read this book?
— Academics interested in China labor laws? Check.
— Private practice lawyers seeking a deeper understanding of China’s labor laws? Check.
— In-house lawyers wanting to better understand China’s labor laws? Check.
— HR personnel with businesses operating in China? Probably check.
— Lawyers who actually practice labor law in China? Maybe check.
— The general businessperson doing business in China? Maybe check.
Let me explain my maybes.
Any lawyer actually doing employment law in China must be able to speak and read Mandarin fluently and so that lawyer probably does not have much need for a book like this, written in English. If you are going to be writing employee manuals and employment contracts in China or giving advice regarding China’s labor laws, you absolutely must know how to read and write Mandarin. You have to know how to read it because so many of the employment laws are local, rather than national, and because there is no substitute for reading a law in its original language. You have to know how to write in Mandarin because your employee manuals and your employment contracts pretty much have to be in Chinese if you have any Chinese employees.
This book is probably too intense, too thorough, too long, too deep, and too complicated for the typical businessperson seeking a general background on Chinese employment law and I do not think it was ever intended for that purpose.
If you are looking for an English language book that really details China’s labor and employment laws, this is the book.
I am now of the view that HR personnel should buy this book, so long as they realize it is just a first step towards deciding what to do in each individual instance. I have come to this view after having recommended it to a number of HR people with whom my firm works and seeing how they use the book. This book is a great resource for HR people who use it to help determine whether they might have a legal issue if they fire a pregnant employee, reduce someone’s vacation time, ask someone to work a weekend out of town, etc., rather than using it for the definitive answer to their very specific situation.
4. China Law Deskbook, A Legal Guide for Foreign-invested Enterprises. I do not own and I have not read this book. I nonetheless list it here because many lawyers and clients tell me how much they like it and how helpful they have found it to be and many consider this to be the definitive practical guidebook for Chinese law.
5. Patent Litigation in China, by Douglas Clark. This book tells you what is going on in the China patent world and if you want to know what to do in that world if you believe someone is infringing on your patent or if someone believes you are infringing on theirs. It is also an excellent book to read just for getting a sense of how China’s courts operate, particularly in the context of business litigation involving foreign companies).
This book is very much aimed at the legal practicioner, not the businessperson, but if you are a businessperson imbroiled in a China patent dispute, I recommend this book for you as well.
The book’s own blurb accurately describes it as follows:
6. Environmental Law in China: Mitigating Risk And Ensuring Compliance, by Charles McElwee. The book’s publisher, Oxford University Press, accurately describes this book as having achieved the following:
— Lays out a detailed explanation and analysis of Chinese environmental law
— Provides the most complete [English language] guide to date for businesses, particularly foreign-operated, to comply with both national and local Chinese environmental regulations
— Discusses the possible legal ramifications, both civil and criminal, of companies’ failure to comply with Chinese law
— Describes generally the relation between international environmental treaties and Chinese national law
— Includes an overview of Chinese culture and its unique influence on the nature of the Chinese legal system
If you represent or work for a company facing environmental law issues in China, this is the book for you.
7. Anti-Monopoly Law and Practice in China, by H. Stephen Harris, Jr., Peter J. Wang, Yizhe Zhang, Mark A. Cohen, and Sebastian J. Evrard. This book is clearly written, comprehensive and highly relevant and that is a rare beast among law books.
It does an exceptional job covering China’s anti-monopoly laws and putting them in their context. To quote some of those who received an advance copy:
This is an extraordinary treatise on the Chinese Anti-Monopoly Law, and should be on the desk or nearby shelf of every antitrust practitioner, academic and policymaker whose work or interest involves modern-day China, the relationship of the state to the market, and its transition to a socialist market economy. The book is an invaluable resource. It is clear, straightforward, and comprehensive in its presentation of the fundamental details, its identification of the ambiguities, and its overview and perspective.”
Anti-Monopoly Law and Practice in China is an insightful and comprehensive account of an increasingly important area of Chinese law. The authors provide detailed coverage of a number of important issues that are central not only to the development of China’s Anti-Monopoly Law, but also are at the heart of China’s rise as an economic power. It will be helpful reading for practitioners, scholars, and policy-makers.”
–Benjamin L. Liebman
“Chinese Anti-Monopoly Law (AML) is now one of the most important antitrust regimes in the world, and this book provides the first comprehensive analysis of the AML. It describes not only the substantive and procedural provisions of the law, but also compares the AML with other antitrust regimes, and describes relevant cases since its implementation. This book will be useful to any corporation doing business in China as well as anyone interested in China’s economic and legal systems.”
I agree with all three.
8. Corporate Income Tax Law and Practice in the People’s Republic of China, by Fuli Cao. Though I have to admit that I just skimmed this book, it nonetheless makes this list for a number of reasons. First, it was published by the Oxford Press, which consistently puts out only fine books on Chinese law. Second, the parts I read were clearly written and very helpful. Third, another lawyer in my firm read much of it and he raved about it. He now uses it as the only English language adjunct to the Chinese texts he had been using previously.
9. Doing Business in China: Problems, Cases and Materials, by Daniel C.K. Chow and Anna M. Han, is actually a casebook, but it definitely does double-duty as a reference book and we so use it in my law firm. Ms. Han told me that she wrote it with the intention of it being used as a desk reference for lawyers who “occasionally deal with an issue that may come up involving Chinese law and want some background.” It definitely is an excellent book for that.
Any other suggested must-reads/must-haves?