A local state-owned enterprise forms a joint venture with a foreign investor to manufacture specialized components. The state investor wants veto rights over major assets. The foreign investor wants ordinary company-law governance and free transfer rights.
Make three columns: company governance, state asset supervision, and foreign investment control. Then test where the same fact appears in more than one column.
Students should identify the tension between private ordering and public-law constraints. The exercise should encourage careful drafting instincts without requiring a final transaction structure.
Exercise sources
中华人民共和国公司法
The core statute for Chinese companies, covering legal personality, registration, capital, corporate organs, directors' duties, state-invested companies, bonds, accounting, restructuring, dissolution, liquidation, and liability.
中华人民共和国企业国有资产法
A statute on state investor functions, state-owned asset transfer, supervision, enterprise restructuring, and duties of personnel involved in state-invested enterprises.
中华人民共和国外商投资法
The framework statute for foreign investment access, promotion, protection, information reporting, national treatment, negative lists, and foreign-invested enterprise governance.
A scholarly analysis of how the revised Company Law frames director duties in state-invested companies and the tension between company and state loyalties.