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Howson, Nicholas Calcina

Pao Li Tsiang Professor of Law

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

Nicholas Calcina Howson, the Pao Li Tsiang Professor of Law, is a former partner of Paul, Weiss, Rifkind, Wharton & Garrison LLP who worked out of the 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. He earned his BA from Williams College and his JD from Columbia Law School. Professor Howson has spent many years living in the People's Republic of China (PRC), both as a scholar and as a practicing lawyer based in Beijing. Professor 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. Professor Howson has been a consultant to the Ford Foundation, the United Nations Development Programme, the Asian Development Bank, the Chinese Academy of Social Sciences, and the Chinese legislature and various PRC government ministries and administrative departments in connection with the drafting of PRC statutes and regulations. He acts as a Chinese law expert or party advocate in U.S. and international litigation and/or U.S. government enforcement actions. In addition to Michigan Law, he also has visited and taught at the Berkeley (Boalt), Columbia, Cornell, and Harvard law schools. Professor Howson is a member of the Council on Foreign Relations in New York City, and a designated foreign arbitrator for both the China International Economic and Trade Arbitration Commission in Beijing and the Shanghai International Economic and Trade Arbitration Commission. He is a former chair of the Asian Affairs Committee of the New York City Bar Association.

Recent Publications

More Publications...


Twenty-Five Years On -- The Establishment and Application of Corporate Fiduciary Duties in PRC Law. University of Michigan Law & Economics Research Paper Series, no. 17-024. Working Paper.
Full Text: MLaw Repository | SSRN

The Private Right of Action in China's Legal System--Citizen and Legal System Autonomy in the Balance. Working Paper.

Private Enforcement of Corporate Law and Securities Regulation Claims in the People's Republic of China--Promise and Peril. Working Paper.

"通往小股东保障之路径:中国派生诉讼" [Pathway to Minority Shareholder Protection: Derivative Actions in the People's Republic of China]. In 外国学者论中国法丛书——公司法分卷 [Foreign Scholars on Chinese Law - Company Law]. Beijing: 中国大百科全书出版社 [China Encyclopedia Publishing House], Forthcoming. (Chinese translation of "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: Cambridge University Press, 2012.)​​
Full Text: SSRN

"Fiduciary Principles in Chinese Law." In The Oxford Handbook of Fiduciary Law, edited by Evan J. Criddle, Paul B. Miller, and Robert H. Sitkoff, 603-22. Oxford Handbooks. Oxford: Oxford University Press, 2019.
Full Text: Oxford Handbooks Online (UMich users) | Oxford Handbooks Online

"China's 'Corporatization without Privatization' and the Late 19th Century Roots of a Stubborn Path Dependency." Corp. Prac. Commentator 60, no. 2 (2018): 311-54. (Originally published under the same title in Vand. J. Transnat'l L. 50, no. 4 (2017): 961-1006.)​​
Full Text: MLaw Repository | HEIN (UMich users) | HEIN | Lexis | Westlaw | SSRN

Translator and annotator. "Improving the Civil Liability System for False and Misleading Disclosure in the Chinese Security Markets." By Liming Wang. In Enforcement of Corporate and Securities Law - China and the World, edited by Nicholas C. Howson and Robin Hui Huang, 103-22. Cambridge: Cambridge University Press, 2017.

Co-editor. Enforcement of Corporate and Securities Law: China and the World. R. Robin Hui Huang, co-editor. Cambridge: Cambridge University Press, 2017.

"China's 'Corporatization without Privatization' and the Late 19th Century Roots of a Stubborn Path Dependency." Vand. J. Transnat'l L. 50, no. 4 (2017): 961-1006.
Full Text: HEIN (UMich users) | HEIN | Lexis | Westlaw | SSRN

Amending China's Insider Trading Prohibition - An Immodest Proposal. 商事法论集 [Commercial Law Review] 29 (2017).
Full Text: MLaw Repository | SSRN

"A Partial View of China's Governance Trajectory." Review of China's Crony Capitalism: The Dynamics of Regime Decay, by M. Pei. Asia Pol'y 23 (2017): 162-66.
Full Text: WWW

"Preface" and "Conclusion - Between 'Law in Books' and 'Law in Action'." Robin Hui Huang, co-author. In Enforcement of Corporate and Securities Law - China and the World, edited by Nicholas C. Howson and Robin Hui Huang. Cambridge: Cambridge University Press, 2017.

"Protecting the State from Itself? Regulatory Interventions in Corporate Governance and the Financing of China's 'State Capitalism'." In Regulating the Visible Hand? The Institutional Implications of Chinese State Capitalism, edited by B. Liebman and C. Milhaupt, 49-69. Oxford: Oxford University Press, 2016.
Full Text: MLaw Repository | SSRN

"像钱锺书一样的知识分子" [Remembering Lu Gusun - A Chinese Intellectual Like Qian Zhongshu]. Shanghai Rev. of Books, September 4, 2016.
Full Text: WWW
Professor

Activities

Presented the paper, "The Private Right of Action in China's Legal System—Citizen and Legal Autonomy in the Balance," at the conference "China's Legal Construction Program at 40 Years—Towards an Autonomous Legal System?" sponsored by Michigan Law and the Lieberthal Rogel Center for Chinese Studies, University of Michigan, Ann Arbor, October 2019.

Chaired, with Mary Gallagher, the conference "China's Legal Construction Program at 40 Years—Towards an Autonomous Legal System?" sponsored by Michigan Law and the Lieberthal Rogel Center for Chinese Studies, University of Michigan, Ann Arbor, October 2019.

Presented the paper, "Private Enforcement of Corporate Law and Securities Regulation Claims in the People's Republic of China—Promise and Peril," at the Research Handbook on Comparative Corporate Governance Workshop, Fordham University School of Law, New York, September 2019.

Taught a short course on U.S. Securities Exchange Act of 1934 Rule 10b-5 and Class Action Litigation at the East China University of Politics and Law, Shanghai, May 2019.

Presented on the panel, "U.S. China Relations—Critical Drivers and Prospects," with Professors Mary Gallagher and Ken Lieberthal at the University of Michigan Pan-Asia Reunion, Hong Kong Special Administrative Region, China, May 2019.

Taught a short course on current issues in U.S. Securities Exchange Act of 1934 Rule 10b-5 Litigation at the University of Tokyo, Japan, May 2019.

Presented the paper, "Rule-maker as Rule-breaker—Illegal Enforcement of the Insider Trading Prohibition by China's Securities Regulator and Amendment of the 2006 PRC Securities Law," at the University of Tokyo, Japan, May 2019.

Commentator on "The Clashes of Capitalism—Chinese Companies in the U.S." by Professor Li Ji (Rutgers Law School) at an Asia Law Society presentation, University of Michigan Law School, April 2019.

Panelist at a roundtable on "The Uyghur Human Rights Crisis: What is Happening in Northwest China?" presented by the Lieberthal Rogel Center for Chinese Studies, Global Islamic Studies Center, and the Donia Human Rights Center, University of Michigan, April 2019.

Presented the article "China's 'Corporatization without Privatization' and the Late 19th Century Roots of a Stubborn Path Dependency" at the Zhejiang University "International Prominent Persons Forum on Rule of Law and Reform," Hangzhou, Zhejiang Province, China, November 2018.

Presented "After Newman—The Law of Insider Trading in the United States and What It Means for China's Developing Securities Law" at the Zhejiang University Guanghua School of Law, Hangzhou, Zhejiang Province, China, November 2018.

Presented the article "China's 'Corporatization without Privatization' and the Late 19th Century Roots of a Stubborn Path Dependency" at the Tsinghua University 21st Century Commercial Law Forum's 18th International Symposium, "A Decade of Corporate Governance in the Post-Crisis Era: Review and Prospects," Beijing, China, October 2018.

Presented "Regulation of Cross-Border M&A Under the U.S. Treasury's New CFIUS Regulations" at the China Mergers and Acquisitions Association Legal Committee, Tsinghua University Commercial Law Research Center and the Jingshi Legal Practice Institute's meeting on Seminar on Cross-Border M&A and the U.S. Foreign Investment Review System, Beijing, China, October 2018.

Re-appointed associate director of the Lieberthal Rogel Center for Chinese Studies at the University of Michigan, July 2018.

Presented "After the Fall—Rewriting China's Securities Law and Possibilities for 'Rule of Law' Capital Markets in the PRC" to the American Chamber of Commerce in China's Financial Services Forum, Beijing, China, and Morrison & Foerster LLP Hong Kong SAR, China, June 2018.

Presented "After Newman—The Law of Insider Trading in the United States and What It Means for China's Developing Securities Law" at Shanghai Jioatong University KoGuan School of Law, East China University of Politics and Law, Tsinghua University Law School, China People's University, Shandong University Law School, and the Chinese University of Hong Kong Faculty of Law, in Shanghai, Beijing, Qingdao, and Hong Kong, June 2018.

Reappointed as an arbitrator-mediator for the Shanghai International Economic and Trade Arbitration Commission (SHIAC) for the 2018–2021 term.