Comparative Corporate Law
Ernest Lim, National University of Singapore
The course consists of a comparative study of the major areas of corporate law in the Anglo-American, selected EU, and common law Asian jurisdictions. We will examine a series of key problems with which any system of corporate law must deal and we will analyse the solutions that have been adopted by these systems from a theoretical, doctrinal and empirical perspective. This comparative study aims to equip students to critically evaluate the corporate law system in their own jurisdictions. Students will be exposed to the key debates and cutting-edge literature. A basic understanding of corporate law is presupposed.
2 Credits. Evaluation: Class participation (25%), Class presentation (35%), Final take-home exam (8 hours) (40%).
Constitutionalism and Democracy
Alon Harel, Hebrew University of Jerusalem
This course examines the legitimacy of constitutionalism. We will examine the legitimacy of constitutions and in particular their interaction with majoritarian and/or democratic sentiments. We will start with the counter-majoritarian difficulty and later investigate ways to overcome it.
Among the questions we ask: can the protection of rights justify limits on the powers of the majority and if so when? Can procedural values such as the protection of majoritarianism justify constitutionalism. In addition to the normative questions, we will also examine different constitutional mechanisms in different countries such as strong and weak judicial review, common law decisions that entrench constitutional statutes, etc.
2 Credits. Evaluation: Class participation and presentation of students’ own legal system (20%), Final paper (4000 words) (80%).
ONE-PLUS OPTION:
For 1 extra credit, a limited number of students who need to fulfill a graduation requirement at their home university may write a major research paper. To obtain the extra credit, the student must (a) turn in a written outline of the paper for faculty comment relatively early in the semester, (b) turn in a complete first draft for faculty comment two-thirds of the way through the semester, and (c) write a paper of 6000 words, not including footnotes.
Please note that this course has been approved as a WR course for Georgetown students.
Do We Still Need International Treaties? A Course on Treaty Law
Andrea Spagnolo, University of Torino
In 2016, Sir Frank Berman delivered the inaugural lecture of the Hague Academy of International Law by asking “Why do we need a law of treaties?”
Ten years later, such a question has become crucial, at least from two perspectives.
First, States have made extensive use of informal and secret agreements to regulate particularly sensitive areas of bilateral cooperation: from the economic-financial to the military or the management of migration flows. Second, States still use international treaties to sign peace agreements, to terminate or suspend armed conflicts.
Are informal and secret agreements valid under international law? What characteristics must international agreements possess to be valid and stable? How do peace agreements are negotiated between State and non-State actors? Are they admissible during an armed aggression?
Such questions demonstrate the importance of international treaty law as a factor of stability and certainty in international legal relations. The course intends to propose a study of international law of treaties in the light of the most recent trends, in particular under the two perspectives mentioned above, through the analysis of international practice, both historical and current, and by the critical analysis of the provisions of the Vienna Convention on the Law of Treaties of 1969.
The course is suggested to students particularly interested in international law and international relations.
2 Credits. Evaluation: Attendance and class participation, including one class presentation (25%), Final take-home exam (8 hours) (75%).
Insurance Law
Özlem Gürses, King’s College London
Some define insurance as a strange product that is not purchased and consumed like a commodity. It is usually out of sight, out of mind, and is remembered only when a risk occurs and the insured suffers a financial loss. It only finds its space in the news headlines when the insurer refuses to pay for the assured’s loss. This usually leads to the perception that insurers collect the premium, but when the insured makes a claim, they do not pay.
This course does not take either the insurer’s or the assured’s side but looks into insurance contracts from an objective, informed person’s point of view. An insurance relationship is contractual and governed by insurance principles, some of which can be classified as ‘too technical.’ Only an insurance specialist can fully comprehend some particular clauses’ role in the insurance contract.
In this course, we will be reading a number of court cases discussing whether the insurers were liable for the insured, unlike what the insurer had argued in response to the claim. The principles of insurance law are derived from such court cases. In each case, the story will be different; hence, you will learn the diverse types of insurance coverage, how disputes arise, and how courts approach and resolve the matters. By the end of the course, our aim is for you to be able to read and interpret an insurance contract expertly.
Optional textbook: Ozlem Gurses, Marine Insurance Law, 3rd ed.
2 Credits. Evaluation: Class participation (40%), Final take-home exam (8 hours) (60%).
International Trade, Investment, Finance and Development and the Institutions Behind Them
Jennifer Hillman, Georgetown Law
This course provides an introduction to the international legal and institutional frameworks that govern economic cooperation among nation states in key areas, including international trade, finance, investment and development. Considerable emphasis will be placed on the institutional dimension of cooperation, with a comparative review of the relevant international organizations (including the WTO, IMF, World Bank and OECD). The Course will identify the current challenges faced by each of these institutions in an environment where multilateral co-operation, although increasingly urgent, is also increasingly unpopular. The Course will conclude with a focus on cross-cutting issue, including the backlash to globalization and efforts to “decouple” or restrict the flow of capital, goods or technology to certain markets, or to reconfigure global supply chains; the efficacy of “soft law” and “soft institutions,” which are increasingly relied upon in an environment where countries are less inclined to surrender legal sovereignty through the creation of treaty obligations; the impact of economic crime and corruption on economic development and financial stability; and the rise of national security concerns in the international economic law and policy spheres.
2 Credits. Evaluation: Attendance and class participation (15%), Class presentation (15%), Final paper (70%).
Navigating Cross-Border Disputes: Jurisdiction, Enforcement, and Strategic Choices
Saloni Khanderia, Jindal Global Law School
As global interconnectedness grows, so too do the frequency and complexity of cross-border disputes. Determining where to bring a claim, how to assess liability, and whether arbitration clauses displace court jurisdiction are pressing challenges. Further complications arise when disputes involve State-owned enterprises in non-market economies like China, raising questions about sovereign immunity and its limits. These issues highlight the urgent need for clear, predictable solutions to support transnational trade and effective dispute resolution.
Approaches to resolving cross-border civil and commercial disputes differ widely between common law and civil law traditions. Civil law jurisdictions such as Japan and South Korea follow the European model, harmonized through instruments like the Brussels I Recast, Rome I, and Rome II Regulations. Common law systems, on the other hand, rely heavily on English precedents, shaped before and after the UK’s EU membership. This divergence has created distinct schools of thought with significant impact on litigation outcomes.
In response to investor concerns and the complexities of transnational litigation, especially regarding enforceability, sovereign immunity, and forum multiplicity, many jurisdictions (e.g., China, Dubai, UK, France, Cyprus and, more recently, Germany) have established commercial courts with tailored procedures for high-value international disputes. While litigation is often less favored than arbitration, these specialized courts seek to streamline processes and build confidence in judicial resolution of international commercial claims.
Set against this evolving backdrop, this course, Navigating Cross-Border Disputes: Jurisdiction, Enforcement, and Strategic Choices offers students a comparative, practice-oriented foundation in private international law. Key topics include court jurisdiction, applicable law, and the recognition and enforcement of foreign judgments. The course aims to prepare students to strategically select between arbitration and litigation, informed by a nuanced understanding of different legal systems.
2 Credits. Evaluation: Class participation (15%), Written Submission to a Moot Problem (35%), Final take-home exam (8 hours) (50%).
Populism and Law
Alon Harel, Hebrew University of Jerusalem
Populism as an ideology and practice relies on ‘the will of the people.’ It has become a constant feature of the legal and political landscape: all around the world, populist governments not only endorse populist policies but also transform the constitutional framework of their countries. In this course, we will examine legal populism in time – that is to say, the emergence and decline of populist regimes, the way they establish themselves in power, and also their demise and the long-term consequences on the legal and constitutional sphere. In particular, we focus on the relationship between populism and the legal foundations of the state. Since populist movements have significantly influenced politics over the last decades, there is by now a wealth of evidence concerning the ways populism operates, the circumstances in which it develops, the techniques it utilizes to entrench itself in power, and the legacy it leaves behind once it disappears.
2 Credits. Evaluation: Class Participation and Reflection Papers (20%), Final Paper (4000 words) (80%).
The Institutions and Domestic Laws of the European Union
Giovanni Gruni, ESADE Law School
The European Union (EU) is a family of liberal democratic countries, acting collectively through an institutionalized system of decision-making. The EU was set up as a consequence of the negative experiences of the founding member states during and in the immediate aftermath of the Second World War. The objective of peace went hand in hand with a desire to ensure that Europe was able to get back on its feet economically after 1945. Although the EU has changed dramatically since the early days of the Community, growth and employment remain at the top of the EU’s agenda. This course will review in depth the origins, evolution and current challenges of the European integration project. The course will focus specifically on the institutional laws of the EU, its core legal concepts and principles as well as the rules on the EU internal market and other core areas of domestic EU laws.
Required textbook: Karen Davies, Maarten van Munster and Isabel Düsterhöft, Understanding European Union Law (8th ed., 2023).
2 Credits. Evaluation: Mid-term presentation and class participation (30%), Group research essay written during the last month of the course and presented during the last class (5000 words) (40%), Final take-home exam (1500 words) (8 hours) (30%).
The Law of International Institutions in Times of Crisis
Andrea Spagnolo, University of Torino
The idea for this course stems from a research question: do States still consider the method of multilateralism as an effective tool for regulating their international affairs?
To answer this question, it is necessary to study the foundations of the law of international organizations, both in the general and in the specific part.
The course therefore intends to offer the possibility of carrying out this study through the critical analysis of the main principles of international law applicable to international organizations and an analysis of the prospects for reform of the most important international institution, the United Nations, in particular of the Security Council.
The course is suggested to students particularly interested in international law and international relations.
2 Credits. Evaluation: Attendance and class participation, including one class presentation (25%), Final take-home exam (8 hours) (75%).
Topics in Transnational Legal Theory
Catherine Valcke, University of Toronto
The present, globalized world offers great challenges for classic legal thought. Increased awareness and understanding of legal plurality – in terms of rules, forms of reasoning, legal cultures and central actors – indeed poses challenges to both the possibility and desirability of endeavouring to explain all world law through a single model. This course explores a number of topics frequently encountered by transnational legal actors – legal harmonization, legal transplants and imperialism, legal formants and sociological jurisprudence, legal philosophy and comparative jurisprudence, indigenous and religious legal orderings, ‘soft’ or non-state governance, the role of AI in transnational encounters, transnational legal education, etc. – with a view to honing our grasp of transnational governance and giving shape to something that might deserve to be described as “transnational legal thought”. Particular attention will be placed on the discipline and methods of comparative law that have traditionally been deployed to tackle such issues as the epistemological hurdles involved in understanding foreign law and actors, the value of the concept of ‘legal systems’ and their delineation, the object of comparative law and transnational legal theory, and the role and ethos of transnational legal actors (whether citizens, lawyers or officials). The course will be based on a close reading and collective discussion of a limited number of texts pertaining to these various issues; it will not be a survey course. In addition to student presentations (see ‘Evaluation’ below), some outside speakers will be invited to present to the class on topics falling in their field of expertise.
2 Credits. Evaluation: Class participation (15%), Post-Class Questions (15%), Post-Class Commentaries (20%), Final take-home exam (8 hours) (50%).
Transnational Contract Law
Saloni Khanderia, Jindal Global Law School and Catherine Valcke, University of Toronto
In an increasingly interconnected world, contracts rarely stay within borders. Whether it’s a global partnership or a one-time international deal, today’s contracts often involve parties from different countries, operating under different legal systems. But what happens when something goes wrong? Which court gets to decide the dispute? Which country’s law applies? And how can you be sure a judgment or arbitration award will actually be enforced? This course tackles those questions head-on by combining comparative contract law and private international law to give you the tools to navigate international commercial relationships with confidence.
Part I of the course dives into the fundamentals of contract law in different legal traditions, focusing on English common law and French civil law. These two systems represent opposite ends of the legal spectrum, with one rooted in precedent and pragmatism, the other in codification and principle. Understanding how they differ (and overlap) will give you a strong foundation for working with contracts across legal borders.
But comparing legal systems is only the beginning. Part II shifts focus to private international law, the set of rules that help courts decide which law applies, where cases should be heard, and how decisions can be enforced internationally. This part explores how deep differences in contract law can lead to very different outcomes in the same dispute, depending on where and how it’s litigated. Specifically, it explores the different traditions that have shaped modern conflict-of-law rules, and how efforts to harmonise them through treaties, model laws, and international conventions are building bridges between divergent systems while still respecting national sovereignty and cultural differences.
This 3-credit course on Transnational Contract Law is ideal for students interested in international commercial law, arbitration, or cross-border litigation. It offers a rigorous, practice-oriented foundation for those seeking to engage with the legal complexities of today’s global marketplace.
3 Credits. Evaluation: Class participation (20%), Class Presentation (30%), Final take-home exam (8 hours) (50%).
World Trade Law
Giovanni Gruni, ESADE Law School
World trade law is the body of international laws underpinning international economic exchanges between States. From an embryonic system of rules created after World War II to deal mainly with customs duties on goods, world trade law blossomed into an extensive apparatus of norms including not only free movement of goods and services but also intellectual property rights, food safety, public intervention into the economy and many other areas of regulation. Notably, world trade law is endowed with an exceptionally efficient dispute settlement mechanism, the Appellate Body of the World Trade Organization (WTO), which distinguishes itself for its automatic jurisdiction on all matters related to WTO covered agreements. The WTO itself is a complex international organisation created in 1995 which is playing a pivotal role in shaping the rules and policies governing globalisation. In addition to the WTO a complex web of free trade agreements (FTAs) creates one of most developed bodies of norms known to public international law.
This course is an introduction to world trade law in all its substantive, procedural and institutional elements. The course starts with an overview of the history of world trade law since the end of World War II to the creation of the WTO and the emergence of FTAs. The course then delves into the details of WTO institutional design and of selected areas of WTO law and practice: the GATT and free movement of goods, the GATS and free movement of services, Trade Related Intellectual Property Rights (TRIPS). The courses then focuses on new challenges to world trade law created by the need to protect the environment and social rights, its institutional crisis and the utilization of FTAs as regulatory alternative to the WTO. The last part of the course will explain how the European Union and United States influence the development of world trade law via their international trade policy.
Required textbook: Peter Van den Bossche and Denise Prévost, Essentials of WTO Law (2nd ed., 2021).
2 Credits. Evaluation: Mid-term presentation and class participation (30%), Group research essay written during the last month of the course and presented during the last class (5000 words) (40%), Final take-home exam (1500 words) (8 hours) (30%).
