The issue of determining the applicable law in the international trade contract before the arbitral tribunal is significantly different from its determination in the court of law. The explanation of this differentiation lies in the basis of the authority of the arbitral tribunals and of the...

Lex mercatoria or Law Merchant (‘LM’) is said to be the self-made law of international commerce. According to its proponents, LM is an autonomous legal order that not only supplements state commercial law, but works as a substitute for it. The ‘ancient’ LM, which accompanied the...

If, at the level of the European Union, we can talk about a standardization of the conflict of laws rules regarding contracts starting with the Rome Convention of 1980 and, subsequently, about a unification of these rules through Regulation (EC) No. 593/2008, outside the EU, the other European...

Commerce always requires an institutional embedment. Basically, private Institutions as well as state institutions can provide the normative good of legal certainty understood as the enforceability of contractual commitments. While for domestic commerce, the balance between the importance of...

This survey of the law and economics of consumer finance discusses economic models of consumer lending, and evaluates the major consumer finance laws in light of them. We focus on usury laws, restrictions on creditor remedies such as the ban on expansive security interests, bankruptcy law,...

Legal scholars devote much attention to the incorporation puzzle - why corporations so frequently incorporate in Delaware. This paper suggests that focusing on the incorporation decision overlooks a broader but intimately related set of questions. Choosing Delaware as the incorporation situs is,...

Courts have repeatedly stated that equitable subordination is a compensatory remedy. This view is demonstrably mistaken; if equitable subordination is compensatory, only injured creditors, and not trustees or debtors in possession, would have Constitutional standing to bring equitable...

The law of contracts has often treated options quite differently from other contractual transactions; for example, the characterization of a transaction as an option contract calls forth specially required formalities, but on the other hand often has the effect of releasing parties from...

An important problem of law making in a globalizing world is how to deal with diverging national legal cultures. Since the emergence of the nation-state, law making has primarily been a task for the national legislatures and courts. They 'make' law for relatively homogeneous societies that are...