Book Review: Comparative Commercial Contracts: Law, Culture, and Economic Development Second Edition
| Publication year | 2020 |
| Author | By Boris Kozolcyhk |
By Boris Kozolcyhk
2019 LEG, Inc. dba West Academic
ISBN: 978-1-64020-412-6
Walter Oetzell is the co-chair of the CLA Commercial Transactions Committee. He specializes in bankruptcy and commercial litigation and serves as an observer on the ULC/ ALI Committee re Revising the UCC to Address Emerging Technologies. His practice comprises representation of debtors, creditors, bankruptcy trustees, creditors' committees, utilities, telecommunication companies, airports, cities, and indenture trustees in bankruptcy proceedings.
Reviewed by Walter K. Oetzell
The title Comparative Commercial Contracts is almost misleading in its simplicity. Far from simply comparing different types of contracts and their different treatments between countries, this work illustrates the development and operation of commercial contracts and the law governing them through time and space, viewed not only from a legal context but also from historical, philosophical, and anthropological perspectives. Among other things, it emphasizes one important axiom: effective laws describe extant and time-tested operating systems. They are not the product of top down creations.
In so doing, Kozolchyk leads us on an incredible journey from pre-commercial or agricultural survival societies to those of today, through Rome, Europe, England, the United States, South America, and China, using as touchstones the critical concepts of familism, archetypes, standard and fiduciary practice, good faith, protection of third parties, and the need for laws to enforce firm promises. He explains how certain countries that based their laws on custom, practice, and good faith advanced in trade and commercial endeavors, while the French Civil Code, with its base mired in scholasticism, hobbled others. Throughout this journey, Kozolchyk explores not only the reason for development of the various contracts or instruments common today, such as the bill of exchange, but also their rich history, which is not as readily understood.
Kozolcyhk begins his review analyzing pre-commercial or agricultural survival societies, which, he explains, were not dependent on markets for the exchange of goods and services. Various practices that advanced or hindered commerce in these societies included: production of goods and services defined by social status rather than market needs, the development of gift giving and reciprocity (likely the root...
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