Lecture 1: Introduction to International Business Law
What’s law?
• A set of enforceable rules that regulate: (not every rule can be a law as the important point is that it can be
enforced)
◦ The government of a State
◦ The relationship between the organs of government
◦ The subjects of the State
◦ The relationship or conduct of States subjects towards each other (you can’t just hurt someone)
• Laws as incentives for changing behavior (implicit prices) and as instruments for policy objectives (efficiency
and distribution).
Classification of law
Sources of law
• Primary legislation/Act of Parliament
◦ Acts of Parliament also called statutes
◦ Made by Parliament
◦ Parliamentary sovereignty
‣ Parliament is the supreme law-making body in the UK
‣ It has the power to make any statues on any subject matter, and
‣ British courts are bound to enforce the laws & cannot question their validity
,• Delegated legislation
◦ Made by bodies other than Parliament
◦ Power to make delegated legislation is given by Parliament
◦ Delegated legislation going beyond the power of the enabling Act is said to be “ultra vires” (acting or done
beyond one’s legal power or authority) and can be invalidated by the courts
• Case law
◦ Doctrine of precedent: Judges of lower courts must apply the legal rules set down by higher courts (or
courts of the same status) in earlier cases where the facts are broadly similar
◦ In deciding a case, judges:
‣ Gives their legal reasoning for making the decision based on the material facts (ratio decidendi)
‣ May discuss the law generally and give some hypothetical situations (obider dictum)
• International/supranational law
◦ Agreements between states and/or supra-national/ inter-governmental organizations
◦ Example: EU law
EU law
• Institutions of the EU
◦ EU policy-making body: European Council (heads of states)
◦ Law-making bodies:
‣ EU commission (proposes and later on enforces),
‣ Council of the EU (ministers from EU MS),
‣ Parliament
◦ Judiciary: European Court of justice
• Primary EU law
◦ Ground rules for all EU action
◦ Binding agreements between EU Member States (MS)
‣ Treaty of the EU (TEU)
‣ Treaty of the the Functioning of the EU (TFEU)
‣ Treaty establishing the European Atomic Energy Community
‣ Charter of Fundamental Rights of the EU
◦ Primary EU law establishes:
‣ Overall objectives
‣ Rules of institutions
‣ Decisions-making procedures
‣ Relationship between EU-MS
• Secondary EU law - Rules derived from principles in Treaties
◦ Regulations
‣ Binding legislative act applicable to all MS
‣ Directory becomes national law (self-executing)
◦ Directives
‣ Binding legislative act applicable to all MS
‣ Only sets objectives, leaves leeway for implementation in national law
◦ Decisions
‣ Binding legal act to whom it is addressed
‣ Directly applicable
◦ Recommendations and Opinions
‣ Not binding, allows EU to voice concerns and suggest action
• Supremacy of EU law
◦ EU law is above domestic law
◦ Directly applicable or effective EU law takes precedence over domestic laws of MS, and
◦ Domestic laws that are incompatible with EU law will have to be changed
,Legal systems
• A legal system is:
◦ “… the body of institutions that make, execute, and resolve disputes on the law of a jurisdiction, together
with the law they deal with.” (Slorach et al. 2017:35)
• Two major legal systems:
◦ Common law
◦ Civil law
Lecture 2: Contract Law — Part I
Introduction
Contracts are unavoidable and we are continuously agreeing
to them in our daily life.
• Key issues in contract law:
◦ Contractual promises vs other promises (not all
agreements can be considered as a contract)
◦ Formation of contracts (how to create an enforceable
contract)
◦ Contractual terms and their validity
◦ Discharge of contracts
◦ Remedies for breach
Definition and types of contract
• A contract is an agreement between two or more persons,
intended by them to be legally binding and enforceable by
law.
• Can be written, oral, or inferred by conduct (freedom of form, except in some cases)
• Parties are free to make their own bargains (freedom of contract), with some notable exceptions
, Bilateral contracts:
• Each party makes at least one promise — a promise made in return for a promise.
• Example: A says to B, “If you promise to mow my lawn, I will pay you $10”; B agrees to mow A’s lawn,
• A and B have made mutual promises, each agreeing to do something in exchange for the promise of the other.
• When a contract is formed by the exchange of promises, each party is under duty to the other
• Because each party is both a promisor (the person making a promise) and a promisee (the person to whom a
promise is made).
Unilateral contracts:
• A party promises to perform some action in return for a specific act, but the other party is not promising to take
any action
• Example: A says to B, “If you will mow my lawn, I will pay you $10.”
• Contract formed when B completes mowing; A becomes contractually obligated to pay $10 to B.
• A’s offering was in exchange for B’s act of mowing the lawn, not for his promise to mow it.
• Because B never made a promise to mow the law, he was never under duty to mow it.
• Unilateral contract because only one of the parties has made a promise
The essential features of a valid contract
• Every contract will have to satisfy these basic conditions
• If one is missing, it can be considered Void
◦ Offer
◦ Acceptance
◦ Consideration
◦ Intention to create legal relations
◦ Capacity to contract (contracts with minors are invalid as they don’t have the capacity to justify legal acts)
◦ Compliance with formality requirements
• Void contracts
◦ An agreement that is considered invalid from the beginning, as it lacks one or more essential contract
requirements.
◦ It is seen as no contract at all; merely as a promise or an agreement that has no legal effect
◦ It is seen as there was never a contract in the first place, so neither party can enforce the agreement
◦ Example: Contracts that involve illegal activities
• Voidable contracts
◦ Contracts that are valid and binding, but can be cancelled or avoided by one or the parties for certain reasons
(e.g. entered by a minor)
◦ Are defective but can be saved towards the right of the innocent party
◦ The innocent party chooses whether or not to be bound by the voidable contract
◦ Example: A company enters into a contract to purchase goods from a supplier, but the supplier misrepresents
the quality of the goods
• Unenforceable contracts
◦ Contracts that cannot be enforced by a court of law, even though they may be otherwise valid and binding.
◦ They do not meet certain legal requirements such as being in writing or having the required signatures
◦ Example: Oral contracts for the sale of land, which must be in writing to be enforceable
