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Howson, Nicholas C.

Professor of Law

3234 South Hall
734.615.2892
E-mail nhowson@umich.edu

Nicholas Calcina Howson is a Professor of Law who also has taught at the Berkeley (Boalt), Columbia, Cornell, and Harvard law schools. Prof. Howson earned his BA from Williams College (1983) and his JD from Columbia Law School (1988). Prof. Howson has spent many years living in the People's Republic of China (PRC), both as a scholar—working at Shanghai's Fudan University (1983-85), Beijing University, China People's University and the Chinese University of Politics and Law (1988), and Shanghai's East China University of Politics and Law (2008)—and as a practicing lawyer based in Beijing (1992-94 and 1996-2003). A former partner of the New York-based international law firm Paul, Weiss, Rifkind, Wharton & Garrison LLP, he worked out of that firm's New York, Paris, London, and Beijing offices, finally as a managing partner of the firm's Asia Practice based in the Chinese capital. During this time, he acted for clients in precedent-setting transactions, including the first Securities and Exchange Commission (SEC)-registered initial public offering (IPO) and New York Stock Exchange (NYSE) listing by a PRC-domiciled issuer (Shandong Huaneng Power Development, 1994), and the first private placement of shares to foreign interests in a newly privatized PRC company limited by shares and subsequent IPOs on the domestic Chinese capital markets (the Soros purchase of a 25 percent stake in Hainan Airlines and subsequent B- and A-share offerings, 1995-96). Prof. Howson writes and lectures widely on Chinese law topics, focusing on Chinese corporate law and securities regulation, the Chinese capital markets, Chinese legal history, and the development of constitutionalism in Greater China. Prof. Howson has been a consultant to the Ford Foundation, the United Nations Development Programme (UNDP), the Asian Development Bank (ADB), and the Chinese Academy of Social Sciences (CASS), and various PRC government ministries and administrative departments in connection with the drafting of PRC statutes and regulations. He acts regularly as a Chinese law expert or party advocate in U.S. and international litigations and/or U.S. government enforcement actions. Prof. Howson is a member of the Council on Foreign Relations in New York City, and a designated foreign arbitrator for the China International Economic and Trade Arbitration Commission (CIETAC) in Beijing. He is a former chair of the Asian Affairs Committee of the New York City Bar Association.

Recent Publications

More Publications...

"Punishing Possession - China's All-Embracing Insider Trading Enforcement Regime." In Insider Trading Research Handbook, edited by S. Bainbridge. Edward Elgar Publishing, 2013.
Full Text: SSRN

"Enforcement Without Foundation?--Insider Trading and China's Administrative Law Crisis." Am. J. Comp. L. 60, no. 4 (2012): 955-1002.
Full Text: SSRN | HEIN (UMich users) | HEIN | Lexis | WWW

"Um modelo fracassado na China: a base jurídico-institucional de um deficiente financiamento de capital de risco na economia que mais cresce no mundo" ["A Failed China Model: the Legal and Institutional Basis for Weak Venture Financing in the World's Fastest Growing Economy]." In Direito e Desenvolvimento: um diálogo entre os Brics [Law and Development: A Dialogue Between BRICs], edited by D. Trubek and M. G. Schapiro, 222-9. São Paulo: Saraiva, 2012.

Co-author. "Pathway to Minority Shareholder Protection: Derivative Actions in the People's Republic of China." D. C. Clarke, co-author. In The Derivative Action in Asia: A Comparative and Functional Approach, edited by D. Puchniak, H. Baum, and M. Ewing-Chow, 243-95. International Corporate Law and Financial Market Regulation. Cambridge University Press, 2012.
Full Text: SSRN

"China's Judicial System and Judicial Reform." Law Quad. Notes 54, no. 1 (2011): 62-4. (This text is an extract from the statement delivered by Professor Howson at the inaugural "China-U.S. Rule of Law Dialogue" held at Beijing's Tsinghua University, July 29-30, 2010.)
Full Text: WWW

"鸡同鸭讲：两种制度文化的碰撞：中美法律学术交流30年中的故事" / "Exchanging (Mis)Perceptions: Stories from 30 Years of Legal Exchange." China Rts. Forum 2010, no. 3 (2010): 86, 92-5.

Co-author. "The Development of Modern Corporate Governance in China and India." V. S. Khanna, co-author. In China, India, and the International Economic Order, edited by M. Sornarajah and Wang Jiangyu, 513-76. London: Cambridge University Press. 2010.
Full Text: SSRN | BePress

Review of Understanding Labor and Employment Law in China, by Ronald C. Brown. Law and Pol. Bk. Rev. 20, no. 8 (2010): 319-28.
Full Text: SSRN | BePress | Lexis | WWW

"Corporate Law in the Shanghai People's Courts, 1992-2008: Judicial Autonomy in a Contemporary Authoritarian State." E. Asia L. Rev. 5, no. 2 (2010): 303-442.
Full Text: SSRN | BePress | HEIN | Lexis | Westlaw

"历史不可复制: 期待大刀阔斧的金融监管" / "History is No Guide: Towards Greatly Expanded Financial Sector Regulation." Tsinghua Faxue / Tsinghua L. Rev. 4, no. 1(2010): 22-41.
Full Text: SSRN

"Judicial Independence and Company Law in the Shanghai People's Courts, 1992-2008." In Judicial Independence in China, edited by R. Peerenboom, 134-53. New York: Cambridge Univ. Press, 2010.
Full Text: SSRN

"When 'Good' Corporate Governance Makes 'Bad' (Financial) Firms: The Global Crisis and the Limits of Private Law." Mich. L. Rev. First Impressions 108 (2009): 44-50.
Full Text: SSRN | Lexis | Westlaw | WWW

Review of Trial of Modernity: Judicial Reform in Early Twentieth-Century China, 1901-37 by Xiaoqun Xu. Am. J. Comp. L. 57, no. 2 (2009): 518-27.
Full Text: SSRN | Lexis | Westlaw

"China's Restructured Commercial Banks: Nomenklatura Accountability Serving Corporate Governance Reform?" In China's Emerging Financial Markets: Challenges and Global Impact, edited by Z. Min et al., 123-63. Singapore: John Wiley & Sons (Asia), 2009.
Full Text: SSRN

"'Can the West Learn from the Rest?' The Chinese Legal Order's Hybrid Modernity." Hastings Int'l & Comp. L.Rev. 32, no. 2 (2009): 815-30.
Full Text: SSRN | HEIN (UMich users) | HEIN | Lexis | Westlaw

Recently Taught Courses

Curriculum Interest Areas

Activities

Presented the paper, "Quack Corporate Governance as Traditional Chinese Medicine—the Securities Regulation Cannibalization of China's Corporate Law and the State's Enabling of Investor Autonomy," at the 5th Berle Symposium, "Capital Markets, the Corporation, and the Asian Century," University of New South Wales, Sydney, Australia, May 2013.

Presented "依法行政?—Administration According to Law and China's Rule of Law Ambition" at the Michigan Law International Law Workshop, Ann Arbor, April 2013.

Presented "The Development of China's Domestic Law and Legal Institutions" as part of the China Briefings for Mid-Career Military Officers of the United States Pacific Command, Asia-Pacific Center for Security Studies, Honolulu, February 2013.

Presented the Long Institute Distinguished Scholar Lecture, "Corporate Law and Shareholders' Rights Before the Chinese Judiciary—Substantive Innovation, Institutional Autonomy, and the Political-Legal Divide," University of California Irvine, January 2013.

Presented "A Case Study of China's Administrative Law Crisis: The Unlawful Enforcement of Insider Trading Prohibitions" at the Indiana University Research Center for Chinese Politics and Business (RCCPB) Colloquium, Bloomington, November 2012.

Presented "Recent Developments in U.S. Domestic and Cross-border Substantive Securities Law and Enforcement Practice" before the China Securities Regulatory Commission (CSRC) Legal, Enforcement, and Market Supervision Departments, Beijing, China, October 2012.

Presented the article "Enforcement Without Foundation—Insider Trading and China's Administrative Law Crisis" at the Tsinghua University Law School Commercial Law Forum's 12th International Symposium "Innovative Development of the Capital Markets and Deepening Reform of the Corporate System," Beijing, China, October 2012.

Presented "Rule-maker as Rule-breaker: The Illegal Enforcement of Insider Trading Prohibitions and Tax Norms in the PRC and China's Administrative Law Crisis" at a meeting convened jointly by the Stanford Law School Rock Center for Corporate Governance and the Stanford Law School China Law and Policy Association, Stanford, October 2012.

Presented "China's Indirect Investment Structures and the Shaky Foundations of 'China Plays' on the Global Capital Markets" at a meeting convened jointly by the Berkeley Law School Center for Law, Business, and the Economy and the Berkeley Center for Chinese Studies, Berkeley, September 2012.

Presented the paper "Pathway to Minority Shareholder Protection: Derivative Actions in the People's Republic of China" at the Berkeley Law School Law and Economics Workshop, Berkeley, April 2012.

Presented the paper "Enforcement Without Foundation?—Insider Trading and China's Administrative Law Crisis" at a meeting convened jointly by the Berkeley Law School Center for Law, Business, and the Economy and the Berkeley Center for Chinese Studies, Berkeley, February 2012.

Presented a paper entitled "Enforcement Without Foundation?—China's Insider Trading Regime and the Abuse of Administrative Law" at the Yale Law School China Law Center Workshop on Chinese Legal Reform co-sponsored with the Yale Law School Center for the Study of Corporate Law, New Haven, December 2011.

Presented "China's Outbound Direct Investment and Domestic Legal Reform" at the National Committee on U.S. China Relations' "China Town Hall" national webcast, San Francisco panel, "Legal Dimensions of the U.S.-China Relationship", University of California Hastings College of the Law, San Francisco, November 2011.

Presented a paper entitled "Rebalancing the Investment Buy Side— Augmenting Channels for Chinese Purchase and Trading of Foreign-issued and -listed Securities" at the Columbia University School of International and Public Affairs' "China Economic and Trade Relations" Conference, New York City, November 2011.

Commentator for the paper, "The Party's Leadership as Living Constitution in Reform China," presented at the University of Chicago Law School's "Conference on Constitutions in Authoritarian Regimes," Chicago, October 2011.

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