Business Law in the Global Marketplace

Summary

The study of Law forms a component of many undergraduate and postgraduate programs. Its inclusion does not aim to equip business practitioners with skill and expertise to render professional legal advice unnecessary, but more to provide a legal framework of reference in which both strategic and more immediate business issues can be placed. Equipping managers with a basic understanding of how law impacts upon business activity can help them avoid legal pitfalls in the first place or at least identify potential problems at an early stage, to avoid inconvenience and cost.

International business can present problems that are not present in a purely domestic transaction. Any law component in a management program should embrace it and by doing so the business practitioner can be familiarized with the wider picture in which modern business, aided by technological development, is increasingly practiced.

Table of Contents

The legal framework for international Business: Introduction; So what is ‘law’?; Chalk and cheese; Family ties; Civil law and common law; Distinguishing features of civil law and common law; Other legal families - Socialist law; Religious law; Making order out of chaos – the classification of law; The sources of law – Legislation; Case law (judicial precedent); Academic writing; European community law; Court systems - England and Wales; France; Germany ; International co-operation and the harmonisation of business law - The International Institute for the Unification of Private Law (UNIDROIT); The United Nations Commission on International Trade Law (UNCITRAL); The International Chamber of Commerce (ICC); The World Trade Organisation (WTO); Summary; The formation of business contracts: So what is a contract?; Compliance with any required formality; Offer and acceptance - The offer; Termination of the offer; The acceptance; Capacity of the parties; Consideration; Contractual intention; Absence of any factors which might undermine the contract’s validity - Mistake and misrepresentation; Duress; Illegality; Summary; The structure and content of business contracts: The express and implied terms of a contract; Certain aspects relating to a contract for the sale of goods – Ownership; Description; Quality and fitness for purpose; Delivery; ‘What if?’ and standard terms of business – Price; Passing of ownership; Delivery times; Summary; Non-performance of contractual obligations: Change of circumstances making performance of the contract impossible; Remedies for breach of contract - Specific performance; Rescission; Damages; Summary; Legal forms of business organisation: Introduction; The sole proprietorship; The general partnership - Under English and American law; Under French law; Under German law; Partnerships where some or all of the partners’ liability is limited - Under English and American law; Under French law; Under German law; The company with limited liability - Under English law; Under French law; Under German law; Groups of companies; The management and control of limited companies; Summary; Legal aspects relation to the international marketing of goods and services; Introduction; Establishing a presence in the export market - The appointment of a self-employed agent in the export territory; The appointment of a ‘sole’ or ‘exclusive’ distributor; Opening a branch office or forming a subsidiary in the export territory; Establishing a joint venture with a local partner; Licensing and franchising agreements; Promotional and marketing strategies; Product liability – Contract; Tort ; Protection of intellectual property – Patents; Copyright; Trade marks; Competition law - Articles 81 and 82 of the Treaty of Rome; Enforcement ; Summary; Export contracts and associated financing arrangements: Introduction; Forms of export contract - F.o.b. (free on board); F.a.s. (free alongside ship); C.i.f. (cost, insurance and freight); Payment in international sales - Collection arrangements; Letters of credit; Summary; International business disputes and their resolution: Introduction; Methods of dispute resolution - Mediation and conciliation; Arbitration; Problems associated with international litigation – Jurisdiction; The law governing the contract (the ‘proper’ law); Enforcement of court judgments; Summary; Index.