This Yearbook reviews significant legal developments in international commerce and offers an important forum for legal practitioners to address and compare practical legal issues of direct interest to their areas of specialisation. Each volume of the Yearbook features a comprehensive range of articles written for and by leading practitioners and advisers working in the international business sector. Volume 16 addresses key issues in general commercial law, company law, environmental law, foreign investment and litigation, procedure and dispute resolution. The Yearbook is published under the auspices of the Center for International Legal Studies.

Explore the key aspects of business law through accessible, engaging real-life cas Law for Business Students, 12th edition, by Adams, Caplan and Lockwood provides you with contemporary and comprehensive coverage of the fundamental legal principles relating to the business environment. It introduces legal concepts to non-law students in a practical and engaging way through real-life cases relevant to the business world. The book offers a range of features to help you understand, apply and analyse legal concepts, including scenarios to encourage the development of opinions and application of relevant legal concepts. The 'Worth thinking about' sections provide discussion points to analyse within the classroom, while 'Exam tips' help revision practice by pointing to areas of the law which are likely to appear in exam questions. The new edition has been thoroughly updated to cover legal developments in a range of diverse areas relevant to the core topics of law: contract (including intellectual property), tort, employment and business organisations (including formation), governance, and dissolution. It reflects the changes in the law as a result of Brexit, as well as Covid litigation arising in relation to employment rights. This title also has a Companion Website.

This book contains a series of studies of the regulation under English law of the range of business organisational structures available to entrepreneurs. It analyses the commonest of these structures,including limited companies (public and private), groups of companies, privatised enterprises, and partnerships, as well as the more specialised forms such as industrial and provident societies, banks, building societies, insurance companies, joint ventures, franchise agreements, limited partnerships and overseas companies. Set within the context of a period of considerable actual and proposed legal change, the contributions (from recognised authorities in their respective fields) analyse the broad regulatory structure adopted for each of the above business forms, outline the changing patterns of regulation and consider likely future developments. Several broad themes run through the work, including the relationship between the economic desirability of facilitating enterprise and the need to regulate against possible abuse; stakeholder protection; pursuit of risk management strategies and the implications of European harmonisation in the business sector.

This book is both a repertory guide to the Convention on International Civil Aviation (Chicago Convention) as well as a legal analysis of the provisions of the treaty. It traces action taken by the ICAO Assembly and the Council in the implementation of the Convention from the first ICAO Assembly in 1947 until 2012. Above all, the book offers a commentary on the functional and moral fabric of the Chicago Convention, which is not only a multilateral legal instrument that sets out basic principles of air navigation and air transport, but also serves as a moral compass that brings the people of the world together.

The teleological nature of the Chicago Convention is reflected from the outset from its Preamble which sets the tone and philosophy of the Convention that aviation builds friendship and understanding among all people, to its technical provisions that range from rules of the air to landing at airports and customs and immigration procedures. The book effectively demonstrates the Aristotelian principle that rules make people good by forming habits in them. Standardization, or in other words, compliance, is the driver of the Convention that keeps aviation safe, regular, efficient and economical. To that end, this book traces and details the sustained relevance of the Chicago Convention and the efforts of ICAO and the international aviation community towards keeping air transport on track and ready for its future exponential growth, both in letter and in spirit. "

Regulating subsidies in international trade is crucial to the efficient and equitable allocation of resources and ultimately to global welfare. Much of the serious instability that persists in today's interdependent world may be traced to government interventions that dilute or defy such regulation. In this in-depth analysis of subsidies and State aids, Gustavo Luengo details the regulatory elements that reveal how governments undertake the granting of support to their national industries. Although in theory such support is aimed at two overriding economic objectives - the elimination of harmful distortions, and the correction of market failures - he shows that in practice it is political contexts that determine the principles and objectives of the regulation of subsidies. The analysis focuses on two mature regulatory systems, those of the World Trade Organization (WTO) and the European Communities (EC). The author describes both legal frameworks, and then proceeds to examine the differences and conflicts between the two systems, along with their reasons, consequences, and possible solutions. Significant aspects of the regulation of subsidies that emerge from the analysis include the following: the role of 'countervailing measures'; the EC notion of 'State aid' as developed by the European Commission and the European Court of Justice; procedures for controlling subsidies under both systems and the consequences of granting subsidies in violation of applicable rules; the elements of 'financial contribution' and 'benefit' under the Agreement on Subsidies and Countervailing Measures (ASCM); actionable and non-actionable subsidies; agricultural subsidies in both systems; and, the role of WTO dispute settlement procedures. Both for its clear and comprehensive overview of the regulation of subsidies and State aids and for its insightful recommendations, this book will be welcomed as a major contribution to the field of international economic law. Practitioners, policymakers, officials, and academics will all find it enormously valuable for its analytic depth and its direct applicability to the need to develop fair and enforceable regulation of subsidies and State aids.

The enhancement of e-commerce nowadays is one of the important policy issues in the European Union. To this purpose the laws of the EU Member States should be further harmonised. The European Union has adopted a number of Directives relating to different aspects of e-commerce which should be implemented in the laws of the Member States. eDirectives: Guide to European Union Law on E-commerce provides article-by-article comments on four Directives central to the regulation of electronic commerce in the European Union (EU), viz. 97/7/EC on distance selling; 1999/93/EC on electronic signatures; 2000/31/EC on electronic commerce; and, 2001/29/EC on copyright in the information society. In addition, a separate chapter deals with e-commerce and privacy protection, while the opening chapter discusses all other EU initiatives relevant for the regulation of e-commerce. This volume is meant as comprehensive legal source of e-commerce legislation for both academics (LLM-students and academic staff) and practitioners (attorneys, company lawyers, consultants). It is not only of interest for readers in the EU-Member States (because their national law is or is about to be adapted to the EU Directives), but also for readers in aspirant Member States of the EU, as well as for readers in other countries where e-commerce has emerged, like the Unites States of America.

This "Liber Amicorum" is written in honour of Richard M. Buxbaum to celebrate his 70th birthday. It pays tribute to his writings, teachings, editorial and administrative work, which have contributed immensely to the development of the international legal order. The contributions are from international experts in the field of commercial and economic law, corporate law, intellectual property and business law, and give an interesting and valuable account of current economic trends and academic thinking.

Comprising essays specially commissioned for the volume, leading scholars who have shaped the field of corporate law and governance explore and critique developments in this vibrant and expanding area and offer possible directions for future research. This important addition to the Research Handbooks in Law and Economics series provides insights into subjects such as the role of directors, shareholders, creditors and employees; empirical studies of litigation and shareholder activism; executive compensation; corporate gatekeepers; comparative law; and behavioral approaches to law and finance. Topics are organized within five sections: corporate constituencies, insider governance, gatekeepers, jurisdiction, and new theory. Taken as a whole, the volume serves as an introduction for those new to the field and as a reference for those unfamiliar with some of the topics discussed. Authoritative and accessible, the Research Handbook on the Economics of Corporate Law will be a valuable resource for students, scholars, and practitioners of corporate law and economics. Contributors: R.B. Ahdieh, V. Atanasov, S.M. Bainbridge, B. Black, M.M. Blair, M.T. Bodie, C.S. Ciccotello, D.C. Clarke, L.A. Cunningham, A. Darbellay, S.M. Davidoff, L.M. Fairfax, F. Ferri, J.E. Fisch, T. Frankel, R.J. Gilson, S.J. Griffith, C.A. Hill, R. Kraakman, D.C. Langevoort, I.B. Lee, B.H. McDonnell, R.W. Painter, F. Partnoy, D.G. Smith, R.S. Thomas, R.B. Thompson, D.I. Walker, C.K. Whitehead

This book presents a hotly debated issue concerning the ownership of trust property in China. The book describes various conventional interpretations of Chinese Trust Law submitted by legal scholars and compares diverse approaches regarding the ownership of trust property provided by jurisdictions globally. The book does not directly answer the question "Who is the owner of trust property in China?" Instead, using a social capital perspective, it develops a more practical perspective to explain why Chinese trust business has grown rapidly even in lack of legal certainty regarding the location of ownership of trust property. The book also further predicts under what conditions is the time ripe to clarify the location of the ownership of trust property in China. By employing those sociological concepts often used to depict and analyze society, this book outlines the structure of the Chinese trust business and related social relations in different stages, i.e., the current rapid development stage, and the possible transitional stage in the near future. The focus is on how the social network structure affects the behavior of actors (such as the settlor, the trustee, and the beneficiaries, and/or their potential candidates) within the relevant section of Chinese society. The book provides readers with an intensive analysis of the impacts of historical, cultural, and social elements on the legislation and development of trust law in China. It will appeal both to lawyers interested in the Chinese trust business and to comparative law researchers and social scientists.

In this volume 21 experts from all over the world examine the UNIDROIT Principles from the perspective of their respective countries, focusing, among others, on the similarities and differences between the UNIDROIT Principles and domestic law, and the use of the UNIDROIT Principles in actual practice (contract negotiation, arbitration proceedings, model for law reform projects, etc.). These national reports are critically analysed in the General Report by Professor M.J. Bonell, Chairman of the Working Group for the preparation of the UNIDROIT Principles.

This volume presents national reports describing the legal instruments that are available to prevent the payment of bribes for acquiring contracts. Anti-corruption is one of the preeminent issues in the modern global commercial order and is tackled with the help of criminal law and contract law in different ways in different countries. The reports included in this volume, from very diverse parts of the world, represent a unique and rich compilation of court decisions, doctrinal discussions and a pool of suggested solutions. The central theme is the enforceability of three problematic types of contracts: the bribe agreement, whereby a bribe payer promises the agent of his business partner a personal benefit in exchange for favourable contract terms; the agreement between a bribe payer and an intermediary (a "bribe merchant"), where the latter offers his expertise to help funnel bribes to agents of the business partner; and finally, the contract between the bribe payer and his business partner which was obtained by means of bribery. The analysis is tailored toward commercial contracts, which can also include contracts with state-owned enterprises. The examination and comparison of international and national initiatives included in this volume advance the discussion on the most appropriate remedies in corruption cases, and show how to get past the boundaries of criminal, private and contract law.

Divided into three sections, this yearbook first looks at criminal law in a European integration context and at the GATT, the EC and anti-dumping. It then explores the topic of acquisition of real estate by foreigners and the issue of health and the law in various countries.

The Development of Commercial Law in Sweden and Finland provides a broad perspective on recent research into the history of North European commercial law in a comparative and international framework. The book brings together themes that have previously been considered largely from a national perspective. Despite Sweden's and Finland's peripheral locations in Europe, global legal phenomena took place there as well. These countries were at the crossroads of cultures and commercial interests, allowing us to re-examine them as lively laboratories for commercial laws and practices rather than dismissing them as a negligible periphery. The importance of trade and international transactions cannot be disclaimed, but the book also emphasizes the resilient nature of commercial law. Contributors are: Dave De ruysscher, Stefania Gialdroni, Ulla Ijas, Marko Lamberg, Heikki Pihlajamaki, Jussi Sallila, and Katja Tikka.

This book discusses the role of private law as an instrument to produce financial and social inclusion in a context characterised by the redefinition of the role of the State and by the financialisation of society. By depicting the political and economic developments behind the popular idea of financial inclusion, the book deconstructs that notion, illustrating the existence and interaction of different discourses surrounding it. The book further traces the evolution of inclusion, specifically in the European context, and thus moves on to analyse the legal rules which are most relevant for the purposes of bringing about the financialisation of the citizen. Hence, the author focuses more on four highly topical areas: access to a bank account, access to credit, over indebtedness, and financial education. Adopting a critical and inter-disciplinary approach, The Financialisation of the Citizen takes the reader through a top-down journey starting from the political economy of financialisation, to the law and policy of the European Union, and finally to more specific private law rules.

The aim of this book is to provide the reader with overviews of certain international law issues which recently have been and continue to be central on the international scene in the coming years. These issues are subdivided in four parts: Part I, The Rise of International Criminal Law and the Creation of the International Criminal Court; Part II, Human Rights and International Humanitarian Law in the Face of Terrorism; Part III, Aspects of International Law of the Sea; and Part IV, Water in International Law. Within this broad context, the book furthermore provides insights into aspects which are of particular interest, e.g. piracy in connection with 'International law of the Sea' or targeted killings in connection with 'HR and IHL in the face of Terrorism.' Examples of real-life problems are also laid out, e.g. those of the Nile and the Tigris/Euphrates Rivers in relation to 'Water in International Law.' The book will be of interest to professionals, diplomats, international lawyers and legal advisers. Law students will also benefit from it, particularly because the text is combined with extensive references for further study.

Doing business over the Internet may raise a wide array of legal questions that can be crucial to the commercial success of the venture. e-Business Law of the European Union contains the text of the EU legislation which is of particular relevance to e- business, covering a broad spectrum of legal issues such as data protection, distance selling, electronic signatures, liability of online intermediates, electronic money, applicable law and jurisdiction in international disputes. This publication combines the regulatory initiatives of the various directorates-general of the European Commission (which may also be found on their websites) in one convenient hardcopy volume, making it an essential reference book to any lawyer, business-executive or law student dealing with the legal aspects of e-business. The source materials selected for this publication are explained briefly in a short introductory chapter for those readers not already familiar with this exciting and dynamic subject matter. This volume was put together by lawyers from various European offices of Allen & Overy who are part of Allen & Overy's cross-border CMT Group (Communications, Media & Technology). The CMT Group's truly international footprint, integrated approach and vast experience in each of the CMT sectors has made Allen & Overy one of the leading legal names in the field of e-business and ICT.

This text provides an understanding of Netherlands Antilles' legal, political and constitutional system and judicial organisation, as well as specific legislation in areas such as corporate law, tax law and social security. Thirty-six authors, whose combined expertise cover all aspects of doing business in or with the Netherlands Antilles, provide the commentary and guidance needed to locate, interpret and apply any relevant laws, rules or regulations. A comprehensive index helps pinpoint specific information quickly. This book will also be of use to investors doing business in or with Aruba, as the legal system there is very similar to that of the Netherlands Antilles.

Based upon the papers presented at a joint session of the International Litigation and Securities committees of the Section on Business Law at the 1995 International Bar Association conference in Paris, this book is collected under five broad topics: disclosure and misrepresentation; conflicts of interest; class actions; damages; and international enforcement. Given the prevalence of securities litigation in the United States as compared to other jurisdictions, a particular effort has been made to obtain a comprehensive set of papers on American aspects of these topics. Other significant capital markets include: Australia, UK, France, Korea, Spain and Switzerland.

This book focuses on the impact of technology on taxation and deals with the broad effect of technology on diverse taxation systems. It addresses the highly relevant eTax issue and argues that while VAT may not be the ultimate solution with regard to taxing electronic commerce, it can be demonstrated to be the most effective solution to date. The book analyzes the application and the effectiveness of traditional income tax principles in contradistinction to VAT principles. Taking into account rapidly ameliorating technology, the book next assesses the compatibility between electronic commerce and diverse systems of taxation. Using case studies of Amazon.com and Second Life as well as additional practical examples, the book demonstrates the effectiveness of VAT in respect of electronic commerce and ameliorating technology in the incalculable and borderless realm of cyberspace.

This index of the "Comparative Law Yearbook of International Business" is organized for ease of use according to well-recognized subject categories. It lists all articles published from the inception of the Yearbook and provides information about the authors, the main topic headings that appear within each article, and the volume and page number where the articles can be found. The "Cumulative Index" also contains a table of contents and an authors' index. It facilitates research on all subject matter covered in this series. This is the second Cumulative Index. It covers all published articles from its inception in 1977 (then known as the Comparative Law Yearbook) to 1996. A new edition will be published in approximately three years.

'Bainbridge and Henderson have given us one of the most important books on one of the most important contemporary legal issues, the liability of individual and corporate shareholders for corporate debts. There is no issue in corporate law more subject to uncertainty and no issue more likely to be litigated. No single book has ever attempted, much less carried off, the complete historical, international, economic and legal theoretical exegesis of limited liability, which these two authors do with range, depth, confidence and even a bit of panache. This monograph, of crucial interest both to scholars and practitioners, will become an instant classic and an immediate authority.' Stephen B. Presser, Northwestern University and the author of Piercing the Corporate Veil The modern corporation has become central to our society. The key feature of the corporation that makes it such an attractive form of human collaboration is its limited liability. This book explores how allowing those who form the corporation to limit their downside risk and personal liability to only the amount they invest allows for more risks to be taken at a lower cost. This comprehensive economic analysis of the policy debate surrounding the laws governing limited liability examines limited it not only in an American context, but internationally, as the authors consider issues of limited liability in Britain, Europe and Asia. Stephen Bainbridge and M. Todd Henderson begin with an exploration of the history and theory of limited liability, delve into an extended analysis of corporate veil piercing and related doctrines, and conclude with thoughts on possible future reforms. Limited liability in unincorporated entities, reverse veil piercing and enterprise liability are also addressed. This comprehensive book will be of great interest to students and scholars of corporate law. The book will also be an invaluable resource for judges and practitioners.

This work contains a collection of seminal essays on topical issues in Dutch business and bankruptcy law. The articles survey a range of commercial law subjects, including contract, competition, insolvency, corporate, banking and financial services law. The author has published widely in these areas, relying on his extensive practical experience in legal and consulting work. "Business and Bankruptcy Law in The Netherlands" should be of interest to lawyers and businessmen with an interest in the development and practical application of Dutch commercial law, in both the national and international markets.

This book adds to the debate on the effects of covenants on third-party creditors (externalities), which have recently become a focus of discussion in the contexts of bankruptcy law, corporate law and corporate governance. The general thrust of the debate is that negative effects on third-party creditors predominate because banks act in their own self-interest. After systematising the debated potential positive and negative externalities of covenants, the book empirically examines these externalities: It investigates the banks' factual conduct and its effects on third-party creditors in Germany and the US. The study's most significant outcome is that it disproves the assumption that banks disregard third-party creditors' interests. These findings are then interpreted with the tools of economic analysis; particularly, with the concept of common pool resources (CPRs). Around the aggregated value of the debtor company's asset pool (as CPR) exists an n-person prisoner's dilemma between banks and third-party creditors: No creditor knows when and under what conditions the other creditor will appropriate funds from the debtor company's asset pool. This coordination problem is traditionally addressed by means of bankruptcy law and collaterals. However, the incentive structure that surrounds the bilateral private governance system created by covenants and an event of default clause (a CPR private governance system) is found to also be capable of tackling this problem. Moreover, the interaction between the different regulation spheres - bankruptcy law, collateral and the CPR private governance system has important implications for both the aforementioned discussions as well as the legal treatment of covenants and event of default clauses. Covenants alone cannot be seen as an alternative to institutional regulation; the complete CPR private governance system and its interaction with institutional regulation must also be taken into consideration. In addition, their function must first find more acceptance and respect in the legal treatment of covenants and event of default clauses: The CPR private governance system fills a gap in the regulation of the tragedy of the commons by bankruptcy law and collateral. This has particularly important implications for the German 138 BGB, 826 BGB and ad hoc duties to disclose insider information.

An important step towards European legislation pertaining to product liability is the EU Directive of 25 July 1985 or the "Council Directive on the Approximation of the Laws, Regulations, and Administrative Provisions of the Member States concerning Liability for Defective Products". While its significance cannot be denied in the pressure it places upon European governments: to enact product liability laws, it still leaves room for diverging domestic interpretations and postponement of genuinely effective legislation by the individual Member States. As a result there exist considerable differences among the Member States with respect to a number of its provisions and the wording of the exact legislation on product liability. Furthermore, contrary to US legislation, the liability is limited to the "producers" and not to the "sellers" of the defective product, as defined in Article 3 of the EU Directive. This book presents the reader with an overview of the product liability law of ten of the EU members and all seven EFTA countries, who have passed strict product liability legislation since 1985, including the English translation.

Recent case-law and legislation in European company and insolvency law have significantly furthered the integration of European business regulation. In particular, the case-law of the European Court of Justice and the introduction of the EU Insolvency Regulation have provided the stimulus for current reforms in various jurisdictions in the fields of insolvency and financial law. The UK, for instance, has adopted the Enterprise Act in 2002, designed, inter alia, to enhance enterprise and to strengthen the UK's approach to bankruptcy and corporate rescue. In a similar vein, recent reform in France has modernized French insolvency law and has even introduced a tool similar to the successful English 'company voluntary arrangement' (CVA). This book provides a collection of studies by some of the leading English and French experts today, analyzing current perspectives of insolvency and financial law in Europe, both on the national level as well as on the European level.