Commercial Law — Overview

This theme contains three subjects, namely: Commercial Law, International Trade and Transnational Commercial Law


Commercial Law

Forthcoming Subject Events


September 2013

Oxford Law Faculty
Cape Town Convention Academic Project - 2nd Conference
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News

Cape Town Convention Academic Project – Annual Conference

The first annual conference of the Cape Town Convention Academic Project took place on 5th and 6th September 2012 and was a great success [more…]

Publications

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Showing key publications in this field, as selected by the author
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Show All 50 | Recent publications

P S Davies, 'Accessory Liability for Assisting Torts' (2011) CLJ 353

T Krebs, 'Agency Law for Muggles: Why There is no Magic in Agency' in Andrew Burrows, Edwin Peel (eds), Contract Formation and Parties (Oxford University Press 2010)

T Krebs, 'Art. 2, Section 2: Authority of agents' in Stefan Vogenauer, Jan Kleinheisterkamp (eds), Commentary on the Principles of European Commercial Contracts (PICC) (Oxford University Press 2009)

P S Davies, 'Construing commercial contracts: no need for violence' in M Freeman and F Smith (eds), Law and Language: Current Legal Issues Volume 15 (OUP 2013)

P S Davies and G Virgo, Equity and Trusts: Text, Cases, and Materials (OUP 2013)

T Krebs, 'Harmonisation and how not to do it: agency in the UNIDROIT Principles of International Commercial Contracts 2004' (2009) Lloyds Maritime and Commercial Law Quarterly 57

P S Davies, 'Lighting the way ahead: the use and abuse of property rights' in S Bright (ed), Modern Studies in Property Law - Volume 6 (Hart 2011)

P S Davies, 'Rectifying the course of rectification' (2012) 75 MLR 412

Robert Freitag and others, 'Representation' in Stefan Vogenauer, Gerhard Dannemann (eds), European Contract Law and the 'Common Frame of Reference' (Oxford University Press 2012)

T Krebs, 'Review of Watts, P, Bowstead & Reynolds on Agency (19th ed.) and Munday, RJC, Agency: Law and Principles' (2011) Restitution Law Review 272   [Review]

P S Davies, 'Risk in unjust enrichment' [2012] RLR 27

M Bridge, L Gullifer, S Worthington and G McMeel, The Law of Personal Property (Sweet & Maxwell 2013) (forthcoming)

H Beale and WG Ringe, 'Transfer of rights and obligations' in G Dannemann and S Vogenauer (eds), The Common European Sales Law in Context – Interactions with English and German Law (OUP 2013) [...]

The rules on assignment and transfer of rights and obligations are currently outside the scope of the proposed CESL. In contrast, the original DCFR from 2009 includes a chapter on these issues. Questions outside the scope of CESL are left to be solved by the ‘domestic’ provisions of the national law that is applicable under the relevant conflict-of-laws provisions. This paper is part of the larger CFR Context research project and explores interactions of the system of assignment of receivables under a future European contract instrument with both English and German national laws. This concerns above all other areas of law, for example the rules that apply upon the insolvency of one of the parties (in particular that of the assignor) and the rules on public policy. Key differences between the jurisdictions include, inter alia, the proprietary aspects of the assignor’s insolvency where the assignor is paid by the debtor, the priority rule for competing assignments, and the effects of a non-assignment clause. Here, the choice of the optional instrument rather than either English or German law will lead to diverging results and may therefore prejudice any of the parties involved.


Courses

The courses we offer in this field are:

Undergraduate

FHS - Final Year (Phase III)

The degree is awarded on the basis of nine final examinations at the end of the three-year course (or four years in the case of Law with Law Studies in Europe) and (for students who began the course in October 2011 or later) an essay in Jurisprudence written over the summer vacation at the end of the second year. Note: the Jurisprudence exam at the end of the third year is correspondingly shorter. This phase of the Final Honour School includes the first and second term of the final year; the Final Examinations are taken in the third term of the final year.

Commercial Law

Part of the fascination of commercial law springs from its responsiveness to the changing needs of the business community. Through the ingenuity of those in business and their legal advisers new instruments and procedures are constantly being devised which have to be tested for their legal effect against established principles of the law of property and obligations.

The core of the course involves a rigorous examination of personal property law in the context of commercial transactions, together with contractual issues of central importance to commercial transactions. The first part of the course looks at issues related to the sale of goods, such as implied terms, transfer of property and title disputes with third parties. Basic principles of commercial transactions, such as assignment, agency and possession are then examined. The last part of the course looks at real security in personal property, including priorities (between secured interests) and the characterisation of, and justification for, real security. There are also lectures covering negotiable instruments and documents of title to goods.

A feature of the whole course is that the student learns how a desired legal result can be achieved, or a legal hazard avoided, by selection of an appropriate contract structure.

Though students will be expected to analyse statutory materials as well as case law, a distinguishing feature of the course is its concentration on fundamental concepts and their application in a commercial setting. The course thus offers an intellectual challenge and provides a good foundation for those contemplating practice in the field of commercial law.

The course is taught by Dr. Thomas Krebs, Professor Louise Gullifer and Professor Hugh Beale. Teaching is by a combination of tutorials (arranged by your college tutor), and seminars given in Michaelmas and Hilary Terms. Lectures are also given in Michaelmas and Hilary Terms.

Diploma in Legal Studies

Commercial Law

Part of the fascination of commercial law springs from its responsiveness to the changing needs of the business community. Through the ingenuity of those in business and their legal advisers new instruments and procedures are constantly being devised which have to be tested for their legal effect against established principles of the law of property and obligations.

The core of the course involves a rigorous examination of personal property law in the context of commercial transactions, together with contractual issues of central importance to commercial transactions. The first part of the course looks at issues related to the sale of goods, such as implied terms, transfer of property and title disputes with third parties. Basic principles of commercial transactions, such as assignment, agency and possession are then examined. The last part of the course looks at real security in personal property, including priorities (between secured interests) and the characterisation of, and justification for, real security. There are also lectures covering negotiable instruments and documents of title to goods.

A feature of the whole course is that the student learns how a desired legal result can be achieved, or a legal hazard avoided, by selection of an appropriate contract structure.

Though students will be expected to analyse statutory materials as well as case law, a distinguishing feature of the course is its concentration on fundamental concepts and their application in a commercial setting. The course thus offers an intellectual challenge and provides a good foundation for those contemplating practice in the field of commercial law.

The course is taught by Dr. Thomas Krebs, Professor Louise Gullifer and Professor Hugh Beale. Teaching is by a combination of tutorials (arranged by your college tutor), and seminars given in Michaelmas and Hilary Terms. Lectures are also given in Michaelmas and Hilary Terms.

Postgraduate

BCL

Our taught postgraduate programme, designed to serve outstanding law students from common-law backgrounds

Commercial Remedies

This course aims to provide an in-depth understanding of remedies in a commercial context, interpreting that phrase in a wide sense. So it will cover remedies for civil wrongs (ie, breach of contract, tort and equitable wrongs) but will exclude any direct consideration of damages for personal injury and death. The course will build on knowledge which all law undergraduates ought to have and, in some areas, will enable students to look in greater depth at matters dealt with at undergraduate level. The approach will be avowedly traditional in that the focus will be on case analysis and doctrine. As with the Restitution of Unjust Enrichment course, with which this will dovetail, the anticipation is that developments at the cutting edge of the law will be constantly debated. An important and novel aspect of the course will be to discuss alongside remedies for the common law wrongs of breach of contract and torts, remedies for the equitable wrongs, such as breach of fiduciary duty.The intention is to have 11-12 seminars, 4 tutorials and 2 introductory lectures, across Michaelmas and Hilary. The standard exam for the BCL (ie, 3 hour closed book) will be set. The course will be primarily structured in terms of the functions or goals of the different civil remedies. It will therefore cover, for example, compensation, restitution for wrongs, punishment, declaring rights, compelling performance, preventing (or compelling the undoing of) a wrong, termination for breach of contract, agreed remedies, and election between remedies.

MJur

Our taught postgraduate programme, designed to serve outstanding law students from civil law backgrounds.

Commercial Remedies

This course aims to provide an in-depth understanding of remedies in a commercial context, interpreting that phrase in a wide sense. So it will cover remedies for civil wrongs (ie, breach of contract, tort and equitable wrongs) but will exclude any direct consideration of damages for personal injury and death. The course will build on knowledge which all law undergraduates ought to have and, in some areas, will enable students to look in greater depth at matters dealt with at undergraduate level. The approach will be avowedly traditional in that the focus will be on case analysis and doctrine. As with the Restitution of Unjust Enrichment course, with which this will dovetail, the anticipation is that developments at the cutting edge of the law will be constantly debated. An important and novel aspect of the course will be to discuss alongside remedies for the common law wrongs of breach of contract and torts, remedies for the equitable wrongs, such as breach of fiduciary duty.The intention is to have 11-12 seminars, 4 tutorials and 2 introductory lectures, across Michaelmas and Hilary. The standard exam for the BCL (ie, 3 hour closed book) will be set. The course will be primarily structured in terms of the functions or goals of the different civil remedies. It will therefore cover, for example, compensation, restitution for wrongs, punishment, declaring rights, compelling performance, preventing (or compelling the undoing of) a wrong, termination for breach of contract, agreed remedies, and election between remedies.


People

Commercial Law teaching is organized by a Subject Group convened by:

Louise Gullifer: Professor of Commercial Law and

Thomas Krebs: University Lecturer in Commercial Law

in conjunction with:

Hugh Beale: Visiting Professor
Andrew Burrows, QC: Professor of the Law of England
Paul S Davies: Fellow and Tutor, St Catherine’s College
Ewan McKendrick: Registrar

Also working in this field, but not involved in its teaching programme:

Tatiana Cutts: DPhil Law student
Roy Goode: Emeritus Professor of Law
Christopher Hare: CUF Lecturer
Robert B Stevens: Retired. Formerly Master of Pembroke

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International Trade

Publications

D P Nolan, 'Carriage of Goods by Sea, 2nd edn' (2012) 128 Law Quarterly Review 469   [Review]

E Fisher, 'Beyond the Science/Democracy Dichotomy: The World Trade Organisation Sanitary and PhytoSanitary Agreement and Administrative Constitutionalism' in C. Joerges & E. Petersmann (eds), Constitutionalism, Multilevel Trade Governance and Social Regulation (Hart Publishing 2006)

W E Peel, 'Actual Carriers & The Hague Rules' (2004) 120 The Law Quarterly Review 11   [Case Note] [...]

A casenote on the House of Lords' decision in The Starsin, dealing with the construction of contracts and the scope of the Hague Rules


ISBN: 0023-933X

Courses

The courses we offer in this field are:

Undergraduate

FHS - Final Year (Phase III)

The degree is awarded on the basis of nine final examinations at the end of the three-year course (or four years in the case of Law with Law Studies in Europe) and (for students who began the course in October 2011 or later) an essay in Jurisprudence written over the summer vacation at the end of the second year. Note: the Jurisprudence exam at the end of the third year is correspondingly shorter. This phase of the Final Honour School includes the first and second term of the final year; the Final Examinations are taken in the third term of the final year.

International Trade

This course takes as its subject matter a sale of goods by a seller in one country to a buyer in another, and examines the contractual relations between various parties that may be involved in the making and performance of such a sale. Accordingly, it is concerned first with the relations between buyer and seller, emphasising the special features of the sale which are due to its international character. Secondly, it is concerned with the carriage of goods from the seller to the buyer, once again emphasising the special rules which govern international carriage. So as to keep the course within reasonable bounds, it deals only with carriage by sea; it does not cover the special rules governing international carriage by air, road and rail. Thirdly, the course deals with an aspect of banking law. Payment in international sales is often made, not directly by buyer to seller, but through the mechanism of a banker’s commercial credit; the law relating to such credits forms the third part of the course.

Looked at from another angle, the course is concerned with the special problems that arise in overseas sales because the parties are often comparative strangers to one another, and because there is often a long interval of time between the despatch of goods and their receipt. During that time, the parties are exposed to certain financial and physical risks. The financial risk to which each party is exposed is that of the other’s insolvency: to protect himself against this risk the seller will want to be paid as early as possible while the buyer will want to pay as late as possible. One major topic for discussion is the way in which the law and commercial practice seek to reconcile these conflicting desires. So far as the physical risks are concerned, there is the possibility that the goods may be lost or damaged or delayed in transit. Sometimes that risk has to be borne by one of the parties to the contract of sale; sometimes it has to be borne (at least in part) by the carrier; and exactly how it is to be borne has obvious repercussions on the decisions to be made by each party with regard to insurance.

Although its name might suggest something different, the course is about a branch of English domestic law. Our concern is with the English rules governing international transactions (though these rules are often applied to contracts which have no physical connection with this country). It follows that the materials and methods of this course are almost entirely those of the traditional law course, i.e. that it consists largely of a study of decided cases and legislation, though the latter is to a considerable extent influenced by international conventions. Internationally accepted customs and practices figure prominently in the banking section of the course; but the course contains nothing that anyone with the standard equipment of a common lawyer cannot handle.

The course has three principal attractions. Firstly, it raises not only complex and fascinating analytical issues but also fundamental issues of legal policy. Secondly, a study of International Trade will help candidates very considerably with their understanding of the law of contract, particularly in the areas of privity, breach, frustration and remedies. Thirdly, the course forms a useful background to one of the most intellectually satisfying types of legal practice.Lecturing and other guidance is important in this subject because there are no suitable student books for students to study it for themselves at the right level. The books available are either too simple, or are large practitioners’ works in the use of which students need guidance.

Lectures are given in Michaelmas Term on carriage by sea and on letters of credit. There are handouts for each set of lectures. In the Hilary Term (second of the year) there is a weekly class where the three contracts are treated together and their interaction studied. For this there are separate lists of cases and questions. Tutorials (which include practice in analysing problems) are also available in that term, and that is the term in which the bulk of the student’s own personal work on the subject (other than attending lectures) should be done.


People

International Trade teaching is organized by a Subject Group convened by:

Edwin Peel: Professor of Law

in conjunction with:

Thomas Krebs: University Lecturer in Commercial Law
Ewan McKendrick: Registrar
Donal Nolan: CUF Lecturer

Also working in this field, but not involved in its teaching programme:

Roy Goode: Emeritus Professor of Law
Guenter Treitel: Emeritus Vinerian Professor of English Law at All Souls

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Transnational Commercial Law

News

Transnational Commercial Law:
The Cape Town Convention Academic Project

The Cape Town Convention Academic Project is a joint undertaking between the University of Washington School of Law and the University of Oxford Faculty of Law. Its purpose is to facilitate the academic study and assessment of the Convention on International Interests in Mobile Equipment (the Cape Town Convention), together with its Protocols, for the benefit of scholars, practising lawyers, courts and governments [more…]

Publications

Showing all[*] publications sorted by year, then title  [change this]

Showing all 5 Transnational Commercial Law publications currently held in our database
Change to sort them by title | name | type OR
Show only Recent publications

Roy Goode, 'Earth, Air and Space: the Cape Town Convention and Protocols and their Contribution to International Commercial Law' in Mads Andenas and Duncan Fairgrieve (eds), Tom Bingham and the Transformation of the Law: A Liber Amicorum (Oxford University Press 2009)

Roy Goode, Official Commentary on the Convention on International Interests in Mobile Equipment and Protocol thereto on Matters Specific to Aircraft Equipment,, Revised Edition (International Institute for the Unification of Private Law 2008) [...]

A comprehensive analysis of the 2001 Convention on International Interests in Mobile Equipment (the Cape Town Convention) and associated Aircraft Protocol. Written and published pursunt to a resolution of a Diplomatic Conference in Cape Town in November/December 2001. Revised and expanded in 2008


ISBN: 88-86449-18-6

Roy Goode, Official Commentary on the Convention on International Interests in Mobile Equipment and Protocol thereto on Matters Specific to Railway Rolling Stock (International Institute for the Unification of Private Law 2008) [...]

A comprehensive analysis of the 2001 Convention on International Interests in Mobile Equipment (the Cape Town Convention) and the 2007 Luxembourg Protocol on railway rolling stock. Written and published pursuant to a resolution of a Diplomatic Conference held in Luxembourg in February 2007


ISBN: 88-86449-17-8

Roy Goode, 'The Cape Town Convention on international interests in Mobile Equipment: A Driving Force for International Asset-Based Financing' (2002) VII 2002-1 UNIDROIT, Uniform Law Review 3 [...]

Examines the significance of the Cape Town Convention on international interests in mobile equipment in providing a secure international legal regime for interests in aircraft objects, railway rolling stock and space assets, thereby reducing legal risk and borrowing costs and facilitating asset-based financing in developing countries


ISBN: 1124-3694

Roy Goode, 'Insularity or Leadership? The Role of the United Kingdom in the Harmonisation of Commercial Law' (2001) 50 Oxford University Press, International & Comparative Law Quarterly 751 [...]

Describes the major input made by the United Kingdom into the preparation of international instruments in the field of transnational commercial law but the subsequent lack of interest in ratifying them


ISBN: 0020-5893

Courses

The courses we offer in this field are:

Postgraduate

BCL

Our taught postgraduate programme, designed to serve outstanding law students from common-law backgrounds

Transnational Commercial Law

With the growth of international trade has come a growing recognition of the benefits to be obtained through the harmonization of international trade law. Transnational commercial law consists of that set of rules, from whatever source, which governs international commercial transactions and is common to a number of legal systems. Such commonality is increasingly derived from international instruments of various kinds; such as conventions, EC directives and model laws, and from codifications of international trade usage adopted by contract, as exemplified by the Uniform Customs and Practice for Documentary Credits published by the International Chamber of Commerce and the Model Arbitration Rules issued by the UN Commission on International Trade Law. Underpinning these are the general principles of commercial law (lex mercatoria) to be extracted from uncodified international trade usage, from standard-term contracts formulated by international organisation and from common principles developed by the courts and legislatures of different jurisdictions.

The first part of the course concentrates on the general framework, policies and problems of transnational commercial law, while in the second part these are examined in the context of specific international trade conventions, model laws and contractual codes, so that the student gains a perception of the way transnational law comes into being and helps to bridge the gap between different legal systems.

The course will be taught by Dr Thomas Krebs (convenor) and Professor Stefan Vogenauer. There will be eight lectures in Michaelmas Term. There will then be a weekly two-hour seminar in Hilary Term. There will alos be four tutorials. The lectures and seminars will examine the following main areas: General issues of harmonisation; Recurrent problems in harmonisation through conventions; Harmonisation through specific binding instruments (Vienna Sales Convention); Harmonisation through contract and institutional rules; Harmonisation through model laws; The future development of transnational commercial law.

Note. This course is open to a maximum of twenty-four students in any one year. If applications exceed this number, a ballot will be held.

MJur

Our taught postgraduate programme, designed to serve outstanding law students from civil law backgrounds.

Transnational Commercial Law

With the growth of international trade has come a growing recognition of the benefits to be obtained through the harmonization of international trade law. Transnational commercial law consists of that set of rules, from whatever source, which governs international commercial transactions and is common to a number of legal systems. Such commonality is increasingly derived from international instruments of various kinds; such as conventions, EC directives and model laws, and from codifications of international trade usage adopted by contract, as exemplified by the Uniform Customs and Practice for Documentary Credits published by the International Chamber of Commerce and the Model Arbitration Rules issued by the UN Commission on International Trade Law. Underpinning these are the general principles of commercial law (lex mercatoria) to be extracted from uncodified international trade usage, from standard-term contracts formulated by international organisation and from common principles developed by the courts and legislatures of different jurisdictions.

The first part of the course concentrates on the general framework, policies and problems of transnational commercial law, while in the second part these are examined in the context of specific international trade conventions, model laws and contractual codes, so that the student gains a perception of the way transnational law comes into being and helps to bridge the gap between different legal systems.

The course will be taught by Dr Thomas Krebs (convenor) and Professor Stefan Vogenauer. There will be eight lectures in Michaelmas Term. There will then be a weekly two-hour seminar in Hilary Term. There will alos be four tutorials. The lectures and seminars will examine the following main areas: General issues of harmonisation; Recurrent problems in harmonisation through conventions; Harmonisation through specific binding instruments (Vienna Sales Convention); Harmonisation through contract and institutional rules; Harmonisation through model laws; The future development of transnational commercial law.

Note. This course is open to a maximum of twenty-four students in any one year. If applications exceed this number, a ballot will be held.

MSc (Master's in Law and Finance)

Transnational Commercial Law

With the growth of international trade has come a growing recognition of the benefits to be obtained through the harmonization of international trade law. Transnational commercial law consists of that set of rules, from whatever source, which governs international commercial transactions and is common to a number of legal systems. Such commonality is increasingly derived from international instruments of various kinds; such as conventions, EC directives and model laws, and from codifications of international trade usage adopted by contract, as exemplified by the Uniform Customs and Practice for Documentary Credits published by the International Chamber of Commerce and the Model Arbitration Rules issued by the UN Commission on International Trade Law. Underpinning these are the general principles of commercial law (lex mercatoria) to be extracted from uncodified international trade usage, from standard-term contracts formulated by international organisation and from common principles developed by the courts and legislatures of different jurisdictions.

The first part of the course concentrates on the general framework, policies and problems of transnational commercial law, while in the second part these are examined in the context of specific international trade conventions, model laws and contractual codes, so that the student gains a perception of the way transnational law comes into being and helps to bridge the gap between different legal systems.

The course will be taught by Dr Thomas Krebs (convenor) and Professor Stefan Vogenauer. There will be eight lectures in Michaelmas Term. There will then be a weekly two-hour seminar in Hilary Term. There will alos be four tutorials. The lectures and seminars will examine the following main areas: General issues of harmonisation; Recurrent problems in harmonisation through conventions; Harmonisation through specific binding instruments (Vienna Sales Convention); Harmonisation through contract and institutional rules; Harmonisation through model laws; The future development of transnational commercial law.

Note. This course is open to a maximum of twenty-four students in any one year. If applications exceed this number, a ballot will be held.


People

teaching is organized by:

Louise Gullifer: Professor of Commercial Law

Also working in this field, but not involved in its teaching programme:

Roy Goode: Emeritus Professor of Law

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