Associate Director Yueh-Ping Yang Publishes Study in Taiwan Financial and Economic Law Review on ESG Regulations in Corporate Governance and the Corporate Purpose Debate

Professor Yueh-Ping Yang, Associate Director of our Center, has published a paper in the Taiwan Financial and Economic Law Review entitled ESG Regulations in Corporate Governance and the Corporate Purpose Debate: Utilizing the 2023 G20/OECD Corporate Governance Principles as a Reference.

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This article reviews the recent development of ESG-related regulations in Taiwan’s corporate governance framework and examines the theoretical debate on corporate purpose underlying these reforms. It engages with the legislative and judicial tendencies in Taiwan, which lean toward a stakeholder-oriented approach, and draws on international literature to introduce concepts such as the “heuristic shareholder value theory” and the “pragmatic view of corporate purpose.” By incorporating the perspectives reflected in the 2023 G20/OECD Corporate Governance Principles, the study identifies possible directions for the future development of ESG regulations in Taiwan’s corporate governance.

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The paper recommends that future reforms focus on strengthening internal corporate controls, particularly ESG risk management, as well as regulating external gatekeepers such as ESG rating agencies. At the same time, the legal framework should balance two dimensions: on the one hand, allowing companies discretion to shape their own corporate purpose and concentrate on specific ESG issues; and on the other hand, enhancing the clarity and enforceability of ESG disclosure requirements to ensure effective implementation.

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The full article is available at: https://lawdata.com.tw/tw/detail.aspx?no=533539

Deputy Director Professor Chao-Hung Chen of CIEL has published a paper in the Taiwan Law Review of Financial and Economic Law, titled “Corporate Compliance Systems and the Governance Responsibilities of the Board of Directors.”

This research approaches the topic from the perspective of corporate governance, illustrating how the establishment of institutionalized preventive and supervisory mechanisms enables both management and employees to ensure compliance with the law—an increasingly crucial aspect of modern corporate responsibility. In Taiwan, the current framework primarily targets publicly listed companies through mechanisms such as internal control systems, internal and external auditing, disclosure obligations, as well as the legal responsibilities of boards of directors and managers. Together, these measures create multiple lines of defense aimed at strengthening corporate compliance culture and reducing legal risks.

In the article, Deputy Director Chen also cautions that despite the formal soundness of the legal framework, practical implementation still faces challenges. For instance, internal control statements are often overly formalistic and lack substantive information, making it difficult for investors or the public to accurately assess a company’s true compliance status. While the imposition of director liability may serve as a deterrent, it remains uncertain whether it sufficiently motivates directors to actively fulfill their supervisory duties. Likewise, the role and responsibilities of managers within the compliance framework warrant ongoing examination. Moreover, if the legal framework merely remains at the level of documentation, its protective function may be severely limited. Beyond listed companies, Taiwan also has hundreds of thousands of non-listed corporations and limited liability companies, whose operations equally implicate public safety and the broader social interest.

Deputy Director Chen concludes that compliance is the cornerstone of corporate governance and the most fundamental requirement of corporate social responsibility. Looking ahead, not only should the effectiveness of the existin the legal framework be continuously reviewed, but greater attention must also be given to the compliance practices of non-listed companies in order to prevent the legal framework from becoming a mere formality.

The full paper is available for download at the following link:
https://lawdata.com.tw/tw/detail.aspx?no=533537

Professor Chao-Hung Chen, Associate Director of our Center, has contributed a chapter to the edited volume A Research Agenda for Financial Law and Regulation, entitled Regulation of Payment Systems from the Perspectives of Consumer Protection and Fraud Prevention.

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This chapter analyzes the regulatory frameworks of Singapore, Hong Kong, and Taiwan from the perspectives of consumer protection and fraud prevention, examining the obligations of Payment Services Providers (PSPs) under contractual arrangements and regulatory requirements. The study argues that private contractual law alone is insufficient to effectively regulate PSPs’ standards of conduct. Instead, a degree of regulatory intervention, supplemented by contractual terms, is necessary to provide more comprehensive protection. The chapter further compares the three jurisdictions in terms of payment processing efficiency, client fund protection mechanisms (such as trusts, deposits, and minimum capital requirements), and fraud risk management, highlighting the crucial role of regulatory policies in building a secure payment environment.

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For publication details, please refer to: https://www.elgaronline.com/edcollchap-oa/book/9781803929996/chapter11.xml

Deputy Director Yueh-Ping Yang of CIEL was invited to participate in the Asia-Pacific Contract Law Symposium held at the University of Hong Kong on January 9–10, 2025. At the symposium, he presented his research paper titled “Smart Contract Laws in Taiwan: Constant in a Changing World.”

The symposium, organized by Professor Lusina Ho of the Faculty of Law, The University of Hong Kong, was themed “The Digital World in Context.” It brought together contract law scholars from across Asia—including Japan, Singapore, Australia, New Zealand, China, Hong Kong, Macau, Thailand, Malaysia, Vietnam, Indonesia, India, and Bangladesh—to explore new issues in private contract law arising in the digital era.

In his paper “Smart Contract Laws in Taiwan: Constant in a Changing World,” Deputy Director Yueh-Ping Yang examined both substantive and procedural legal issues concerning smart contracts under Taiwanese law. His discussion addressed the potential legal classification, validity, interpretation, effects of breach, and dispute resolution mechanisms of smart contracts in Taiwan.

This symposium not only focused on the new challenges of contract law in the digital era but also highlighted CIEL’s forward-looking perspective in research on smart contracts and private law. Through Deputy Director Yang’s presentation and exchange, CIEL not only shared Taiwan’s experiences but also actively engaged in regional legal dialogue, strengthening Taiwan’s presence within the international academic network. Moving forward, CIEL will continue to build on its research foundation, deepen cross-border collaboration, and promote legal innovation on the global stage.

Professor Chao-Hung Chen, Associate Director of our Center, has published his latest research, Current Status and Development of Economic Analysis in Corporate Law and Securities Regulations in Taiwan, in the Asian Journal of Law and Economics.

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The article reviews the development of economic analysis methods in Taiwan since their introduction in the 1990s, with a particular focus on their application in the fields of corporate law and securities regulation. The study notes that while explicit research in this area has gradually declined since 2006, the core concepts of economics have continued to exert an implicit influence on legal scholarship in Taiwan and have become an integral part of legal academia.

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For publication details, please refer to: https://www.degruyterbrill.com/document/doi/10.1515/ajle-2024-2005/html

✨ Enterprise Law Innovation Salon: Regulatory Innovation for Financial Services in the era of Web 3.0 ✨

In 2024, Web 3.0 technology is poised to transform the financial sector, introducing unprecedented experiences for financial service users. With the U.S. approval of virtual asset ETFs, the EU’s MiCA regulation, UK’s Digital Securities Sandbox launched in October 2024, and Taiwan’s incoming regulations of crypto-currencies, applications of blockchain and decentralized technologies have gradually infiltrated into traditional financial sphere and are swiftly reshaping the financial market landscape. These advancements not only offer exciting opportunities but also present challenges to existing regulatory and legal frameworks governing the financial market.
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Hosted by the NTU Center for Innovative Enterprise Law (CIEL), the 2024 Enterprise Law Innovation Salon will feature in-depth discussions on the following key topics:
🔹 Development and Legal Challenges of Virtual Asset Financialization
🔹 Development and Legal Challenges of Asset Tokenization
🔹 Development and Legal Challenges of Decentralized Financial Services

This salon will bring together leading experts from industry, government, and academia to analyze the current and future landscape of financial digitization and share strategies on how regulatory frameworks can adapt to these challenges. We invite you to join us in “asking the right questions,” clarifying core issues, and advancing the regulatory discourse on Web 3.0 in finance.

📅 Date: Friday, November 22, 2024, 14:00 – 17:00
📍 Location: GIS NTU Convention Center, International Conference Hall
(B1, No. 85, Sec. 4, Roosevelt Rd., Da’an Dist., Taipei City https://maps.app.goo.gl/gLsLW6baPG46e9a87?g_st=com.google.maps.preview.copy)
💰 Admission: Free
🔗 Register here: https://forms.gle/C9a4xCHwR1997vJT8
🕒 NTU Law Student Participants can earn NTU College of Law Service Learning and Graduate Study Hours