KDEC 9360 - Transnational Commercial Law

Commercial law structures the architecture of the political economy. The workings of the economy, relative advantages to certain individuals and entities, corresponding obligations on some or all depend on these background norms constituting the "rules of the game." Contract law and property law are, of course, key. Commercial law, however, shapes the life of business organizations, high finance, credit markets, and the transfers of payments and liquid assets. This course focuses on the hegemonic models of commercial law in the world today. Foremost is the Uniform Commercial Code as adopted by the individual states in the United States, especially Article 9 on secured transactions, Articles 3, 4 and 4A on payment systems, and Delaware corporate law. In comparison, the course examines prevalent models in France, Italy and Latin America. Throughout the course, a focus is on heterodox developments in the field of commercial law deviating from the main prescriptions of international financial institutions, the European Union and dominant U.S. models. Those heterodox examples typically attempt to implement greater corporate responsibility, the defense of the weaker party, industrial policy and/or alternative goals. From this perspective, the course provides the tools for conceiving of alternative political economies.

This course has a no electronic devices policy.

Attendance, Participation and Evaluation: Attendance is mandatory. Only medically-excused absences are allowed. Participation: Students are expected to participate in discussions each class session. Assignments: Before each class, students must submit one “informed question.” The informed question is a genuine question that the student has after studying the material for that class: it should reflect that the student has read the readings, and it should identify an inconsistency, contradiction or doubt raised by the materials. Mid-Term Quiz: Toward the middle of the term, there is a 30-minute quiz at the beginning of class. The quiz will be short-answer format and will gauge student comprehension of prior class readings and discussions. Final Exam: There is a final exam, 90 minutes, to be scheduled by the registrar during the exam period. Grades: On a 20 point scale. Final Exam: 11 points. Quiz: 4 points. Assignments: 3 points. Class participation: 2 points. Note: This course has a no electronic devices policy.