International Business & Economic Law LL.M
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What Is International Trade Law For? Harlan Cohen Gabriel M
Masthead Logo Digital Commons @ Georgia Law Scholarly Works Faculty Scholarship 1-1-2019 What is International Trade Law for? Harlan Cohen Gabriel M. Wilner/UGA Foundation Professor in International Law and Faculty Co-Director of the Dean Rusk International Law Center University of Georgia, [email protected] University of Georgia School of Law Research Paper Series Paper No. 2018-44 Dean Rusk International Law Center Research Paper Series Paper No. 2018-08 bepress Logo SSRN Logo Dean Rusk International Law Center Logo Repository Citation Harlan G. Cohen, What is International Trade Law for? , 113 Am. J. Int'l L. 326 (2019), Available at: https://digitalcommons.law.uga.edu/fac_artchop/1283 This Article is brought to you for free and open access by the Faculty Scholarship at Digital Commons @ Georgia Law. It has been accepted for inclusion in Scholarly Works by an authorized administrator of Digital Commons @ Georgia Law. Please share how you have benefited from this access For more information, please contact [email protected]. All rights reserved. No part of this paper may be reproduced in any form without permission of the author. ISSN: 1552-6275 © Harlan G. Cohen Working Papers are issued at the responsibility of their authors, and do not reflect views of NYU, the IILJ, or associated personnel. New York University School of Law New York, NY 10012 U.S.A. Version of 6 December 2018 Cite as: IILJ Working Paper 2018/6 (MegaReg Series) Electronic copy available at: https://ssrn.com/abstract=3298389 Cohen IILJ Working Paper 2018/6 (MegaReg Series) WHAT IS INTERNATIONAL TRADE LAW FOR? Harlan Grant Cohen* Abstract: Events of the past few years, including the Brexit vote in the United Kingdom and the demise of the Trans-Pacific Partnership and election of Donald Trump as President in the United States, have reignited debates about the global trade regime. -
Natural Persons, Juridical Persons and Legal Personhood
Esta revista forma parte del acervo de la Biblioteca Jurídica Virtual del Instituto de Investigaciones Jurídicas de la UNAM www.juridicas.unam.mx http://biblio.juridicas.unam.mx exican M Review aw L New Series V O L U M E VIII Number 1 NATURAL PERSONS, JURIDICAL PERSONS AND LEGAL PERSONHOOD Elvia Arcelia QUINTANA ADRIANO* ABSTRACT. The study of commercial law can be divided into four basic ca- tegories: (a) individuals (natural persons); (b) objects of commerce; (c) legal instruments and (d) administrative and legal procedures. Business relations bet- ween individuals and business entities requires significant legal documentation, including atypical or nonstandard business contracts. A central feature of all business transactions is the “legal entity”, used by organizations worldwide to conduct business. In order for many businesses to carry out routine activities, they must have many of the same legal rights and responsibilities as natural persons. In a word, these entities require “legal personhood”. Which leads us to the question of Legitimation. The most widely used legal instruments are nons- tandardized business contracts. In essense, this is the delineation of contracting parties as entities with well-defined rights and obligations. This authority de- pends, in turn, on the legitimacy of the “personhood” of the contracting parties, which is often a point of dispute in business relations. Regardless of whether one accepts the use of terms “legal entity” and “legal personhood”, they often give rise to immeasurable and diverse conflicts domestically, regional and at global level. This had led to efforts to improve the rules of the International Chamber of Commerce and improve legal models that provide guidance to di- verse nations. -
The Contractarian Theory of Corporate Law: a Generation Later
The Contractarian Theory of Corporate Law: A Generation Later Michael Klausner* I. A BRIEF REVIEW OF THE CONTRACTARIAN THEORY OF CORPORATE LAW .............782 ..................................... II. DIVERSITY IN CORPORATE CONTRACTS? ........................... .784 A. D iverse Non-Contracts .........................................................................................784 B. Uniform Contracts ................................................................................................786 1. IncorporationChoices .....................................................................................786 2. Choice of Charter Terms .................................................................................789 ................. III. WHY DO FIRMS CHOOSE UNIFORM CONTRACTS? .................................. 791 A . D oes One Size Fit A ll? ..........................................................................................792 B. Learning and Network Externalitiesas Impediments to Customization ...............793 IV. IMPLICATIONS AND CONCLUSION ............................................................................796 This essay and the symposium to which it is contributed mark the 20th anniversary of the publication of Corporate Law by Robert Clark. ' Clark's book was an important force in bringing economic analysis to bear on issues of corporate law, a process that has transformed corporate law scholarship. At its broadest theoretical level, this transformation reconceived the corporation as a contractual entity -
Doing Business in Denmark
DOING BUSINESS IN DENMARK Denmark is often considered an easy and attractive place in Europe to set up a company and to do business. This is in no small part due to the country’s constant political and cul- tural situation as well as the relatively simple and predictable legal situation. As a foreign business or investor contemplating doing business in Denmark, there is, however, still a number of fundamental legal rules and principles to take into account. This guide provides a general introduction to certain legal issues which we believe are rel- evant to know based on our experience with international companies contemplating doing business in Denmark. This guide is not an exhaustive list of all the requirements that might apply to international companies and it is not a substitute for legal advice. We recommend that international companies considering doing business in Denmark seek legal advice tailored to the specific business and industry so as to be successful in their business ventures in Denmark. This guide was updated August 2020. Nedenstående er ikke juridisk rådgivning, og Moalem Weitemeyer har med nedenstående ikke påtaget sig ansvar af nogen art som konsekvens af en læsers benyttelse af nedenstående som grundlag for beslutninger eller overvejelser. Contents 1. Danish political and legal Structure ............................................................................... 3 2. Business Structures and Methods .................................................................................. 3 3. M&A/Takeovers ........................................................................................................... -
The Use and Limits of Suspense Accounts
KEY POINTS Feature Suspense accounts can maximise a creditor’s recoveries in a liquidation. To be effective a creditor should refrain from appropriating sums in such an account towards the outstanding debts until it has exhausted its other remedies. A suspense account will not assist a creditor to prove against a principal debtor for the entire amount owed where a surety’s obligations extend to part of a debt only and the surety has discharged that part. Author Matthew Padian Keeping it in suspense – the use and limits of suspense accounts Suspense accounts commonly feature in guarantees and security documents. They Conversely, if the lender credits £50 allow a creditor to credit partial payments from a surety, or from realising assets recovered from the guarantor to a suspense subject to security from a surety, to a suspense or “securities realisation” account. account, the lender can prove for £100 in The account represents a fund to which the creditor can resort, but without any the borrower’s liquidation. Assuming the obligation to do so until it has recovered all debts in full. This enables a creditor liquidation dividends are still 50 pence for to prove for the full amount owed in a liquidation of the principal debtor where a each £1 of debt, the lender will recover £50, shortfall is anticipated, thereby improving the prospects of a full recovery. meaning a total recovery of £100 once it uses the sum in the suspense account. The lender therefore achieves a full recovery. In this article we take a closer look at right to do so. -
Fordham Journal of Corporate & Financial
Fordham Journal of Corporate & Financial Law Volume 14 Issue 1 Article 3 2008 Approaching Comparative Company Law David C. Donald Follow this and additional works at: https://ir.lawnet.fordham.edu/jcfl Part of the Banking and Finance Law Commons, and the Business Organizations Law Commons Recommended Citation David C. Donald, Approaching Comparative Company Law , 14 Fordham J. Corp. & Fin. L. 83 (2008). Available at: https://ir.lawnet.fordham.edu/jcfl/vol14/iss1/3 This Article is brought to you for free and open access by FLASH: The Fordham Law Archive of Scholarship and History. It has been accepted for inclusion in Fordham Journal of Corporate & Financial Law by an authorized editor of FLASH: The Fordham Law Archive of Scholarship and History. For more information, please contact [email protected]. APPROACHING COMPARATIVE COMPANY LAW David C. Donald∗ ABSTRACT This Article identifies several common errors that occur in comparative law analyses, offers guidelines to help avoid such errors, and provides a framework for studying the company laws of three major jurisdictions. Part I discusses some of the problems that can arise in comparative law and offers a few points of caution that can be useful for practical, theoretical and legislative comparative law. Part II examines well-known examples of comparative analysis gone astray in order to demonstrate the utility of heeding the outlined points of caution. Part III provides an example of using functional definitions to demarcate the topic “company law,” offering an “effects” test to determine whether a given provision of law should be considered as functionally part of the rules that govern the core characteristics of companies. -
Introduction to International Financial Law (Ll206)
INTRODUCTION TO INTERNATIONAL FINANCIAL LAW (LL206) Course duration: 54 hours lecture and class time (Over three weeks) Summer School Programme Area: Law LSE Teaching Department: Department of Law Lead Faculty: Dr Philipp Paech (Dept. of Law) Pre-requisites: Introduction to legal methods or equivalent. No specific knowledge of financial markets is required. However, students from other disciplines need to familiarise with a number of fundamental concepts, such as property, contract and insolvency, before joining the course. Course description and learning outcome: (© Dr Philipp Paech) Introduction to International Financial Law (LL206) concerns the commercial, property and insolvency law aspects of international financial transactions. It addresses questions such as ‘How is a loan contract structured, and what are its effects on the parties?’, ‘What are the legal elements of derivatives?’, and ‘How can parties mitigate their financial risk through collateral and netting in an international setting?’. In short, this course explains how financial institutions make money from entering and subsequently dispersing financial risk on an 1 international scale. The course LL206 is therefore different from, but complimentary to, the course LL207 on International Financial Regulation, which rather concerns the limits to that activity set by the states for the common good. The first part of the course (1 lecture) is will introduce students to the financial market. The lecture explores who the different players are, their goals and business models, the types of transactions they use to achieve these goals, and the role of the law and of regulation. The academic analysis of this complex picture results in a surprising finding – there are only very few basic transaction types but they come in different guises and under different names. -
What Is Corporate Law?
ISSN 1936-5349 (print) ISSN 1936-5357 (online) HARVARD JOHN M. OLIN CENTER FOR LAW, ECONOMICS, AND BUSINESS THE ESSENTIAL ELEMENTS OF CORPORATE LAW: WHAT IS CORPORATE LAW? John Armour, Henry Hansmann, Reinier Kraakman Discussion Paper No. 643 7/2009 Harvard Law School Cambridge, MA 02138 This paper can be downloaded without charge from: The Harvard John M. Olin Discussion Paper Series: http://www.law.harvard.edu/programs/olin_center/ The Social Science Research Network Electronic Paper Collection: http://papers.ssrn.com/abstract_id=####### This paper is also a discussion paper of the John M. Olin Center’s Program on Corporate Governance. The Essential Elements of Corporate Law What is Corporate Law? John Armour University of Oxford - Faculty of Law; Oxford-Man Institute of Quantitative Finance; European Corporate Governance Institute (ECGI) Henry Hansmann Yale Law School; European Corporate Governance Institute (ECGI) Reinier Kraakman Harvard Law School; John M. Olin Center for Law; European Corporate Governance Institute Abstract: This article is the first chapter of the second edition of The Anatomy of Corporate Law: A Comparative and Functional Approach, by Reinier Kraakman, John Armour, Paul Davies, Luca Enriques, Henry Hansmann, Gerard Hertig, Klaus Hopt, Hideki Kanda and Edward Rock (Oxford University Press, 2009). The book as a whole provides a functional analysis of corporate (or company) law in Europe, the U.S., and Japan. Its organization reflects the structure of corporate law across all jurisdictions, while individual chapters explore the diversity of jurisdictional approaches to the common problems of corporate law. In its second edition, the book has been significantly revised and expanded. -
Arkansas Agricultural Cooperative Associations
Arkansas Agricultural Cooperative Associations This research has been provided by Price Gardner and Blake Lewis with Friday Eldredge & Clark LLP, 400 West Capitol Avenue, Suite 2000, Little Rock, AK 72201, (501)376-2147; Email: [email protected] and [email protected] . This research is intended to provide detailed information on specific provisions of the Arkansas Agricultural Cooperative Associations Act. The table of contents provides a list of provision topics addressed. The descriptions of the statute provisions include legal citations to the specific part of the statute where the topic is addressed so users can easily look at the statute language. A URL for the statute is also provided when it is available. This research has been provided by a private individual and does not represent official policy of the U.S. Department of Agriculture or any other government agency. The research is presented only to provide summary information to persons interested in the state statutory treatment of Arkansas cooperatives. Individuals considering organizing a cooperative are advised to seek professional advice from an expert on cooperative law who is familiar with the specifics of the individual’s situation. 1 Table of Contents 1. Cooperative Statute: Policy, Purposes, Powers ........................................................................................ 9 1.1. State and Statute Title. ...................................................................................................................... 9 1.2. Statute Nickname, -
The Revised Wto Agreement on Government Procurement (Gpa): Key Design Features and Significance for Global Trade and Development
ARTICLES THE REVISED WTO AGREEMENT ON GOVERNMENT PROCUREMENT (GPA): KEY DESIGN FEATURES AND SIGNIFICANCE FOR GLOBAL TRADE AND DEVELOPMENT ROBERT D. ANDERSON AND ANNA CAROLINE MULLER¨ * ABSTRACT The World Trade Organization’s (WTO’s) plurilateral Agreement on Govern ment Procurement (GPA or “the Agreement”) is an important ongoing success story for the Organization. In the spring of 2012, the GPA Parties completed a full revision of the Agreement, with regard to both its text and market access commitments under it. Since then, the revised GPA has entered into force, and its membership has gradually broadened. These developments are of importance not only in themselves, but also for the international trading system and its potential future evolution. The GPA’s successful renegotiation, the continuing growth of its membership, and its vitality as an instrument of public policy were not achieved through happenstance. This Article discusses a number of specific design features of the GPA that clearly facilitated the successful conclusion of the renegotiation and that, as such, may in the future be relevant to other areas of global trade liberalization. In addition to the Agreement’s plurilateral nature, of particular interest are the approach taken with respect to application of the most-favored nation treatment (MFN) principle in the Agreement; the GPA’s continuing strong emphasis on principles of reciprocity in market access concessions; and its * Robert D. Anderson: Counsellor and Team Leader for Government Procurement and Competition Policy, Intellectual Property, Government Procurement and Competition Division, WTO Secretariat; Honorary Professor, School of Law, University of Nottingham, UK; External Faculty Member, World Trade Institute, University of Bern, Switzerland. -
Regulatory Issues Affecting Trade and Supply Chain Finance
___________________________________________________________________________ 2015/SMEWG40/007 Agenda Item: 9.1.3a Regulatory Issues Affecting Trade and Supply Chain Finance Purpose: Information Submitted by: Policy Support Unit, APEC Secretariat 40th Small and Medium Enterprises Working Group Meeting Atlanta, United States 10-11 June 2015 Regulatory Issues Affecting Trade and Supply Chain Finance ISSUES PAPER No. 8 APEC Policy Support Unit November 2014 Prepared by: Gloria O. Pasadilla, PhD Senior Analyst Asia-Pacific Economic Cooperation Policy Support Unit Asia-Pacific Economic Cooperation Secretariat 35 Heng Mui Keng Terrace Tel: (65) 6891-9600 Fax: (65) 6891-9690 Email: [email protected] Website: www.apec.org Produced for: Asia-Pacific Economic Cooperation Finance Deputies Meeting APEC#214-SE-01.17 This work is licensed under the Creative Commons Attribution-NonCommercial- ShareAlike 3.0 Singapore License. To view a copy of this license, visit http://creativecommons.org/licenses/by-nc-sa/3.0/sg/. The author wishes to thank the financial institutions that kindly responded to the survey and made time for interviews. I also wish to acknowledge, without implicating, various people who gave very useful comments and insights, especially Jingchang Lai (International Finance Corporation), Bernadette Cenzon (APEC-PSU Consultant), Alexander Malaket (OPUS Advisory Services), Matthew Ekberg (BAFT), Boon Hiong Chang (Deutsche Bank and Shephard, Asia Pacific Finance Forum) and Paul Gwee (ASEAN Bankers Association) who greatly facilitated the survey, Franck De Praetere (SWIFT) who facilitated our access to SWIFT data messages, and many others who shared their insights on trade financing. Grateful also for the following websites, some of which gave me free access to their highly informative materials: Global Trade Review, www.gtreview.com; Trade and Receivables Finance News, www.trfnews.com; Trade Financing Matters, www.spendingmatters.com; and others. -
Public Vs. Private Enforcement of International Economic Law: of Standing and Remedy Alan O
University of Chicago Law School Chicago Unbound Coase-Sandor Working Paper Series in Law and Coase-Sandor Institute for Law and Economics Economics 2005 Public vs. Private Enforcement of International Economic Law: Of Standing and Remedy Alan O. Sykes Follow this and additional works at: https://chicagounbound.uchicago.edu/law_and_economics Part of the Law Commons Recommended Citation Alan O. Sykes, "Public vs. Private Enforcement of International Economic Law: Of Standing and Remedy" (John M. Olin Program in Law and Economics Working Paper No. 235, 2005). This Working Paper is brought to you for free and open access by the Coase-Sandor Institute for Law and Economics at Chicago Unbound. It has been accepted for inclusion in Coase-Sandor Working Paper Series in Law and Economics by an authorized administrator of Chicago Unbound. For more information, please contact [email protected]. CHICAGO JOHN M. OLIN LAW & ECONOMICS WORKING PAPER NO. 235 (2D SERIES) Public vs. Private Enforcement of International Economic Law: Of Standing and Remedy Alan O. Sykes THE LAW SCHOOL THE UNIVERSITY OF CHICAGO February 2005 This paper can be downloaded without charge at: The Chicago Working Paper Series Index: http://www.law.uchicago.edu/Lawecon/index.html and at the Social Science Research Network Electronic Paper Collection: http://ssrn.com/abstract_id=671801 Public vs. Private Enforcement of International Economic Law: Of Standing and Remedy Alan O. Sykes* Abstract This paper develops a positive theory of the rules regarding standing and remedy in international trade and investment agreements. In the investment setting, the paper argues that a central objective of investment treaties is to reduce the risks confronting private investors and thereby to lower the cost of capital for capital importing nations.