Volume 13, Issue 2

In the European regulatory framework, private law principles, and primarily party autonomy, may be interpreted as legal tools oriented beyond the interests of the single individuals involved in commercial transactions, and rather connected to the superior objectives of the Internal Market, and of the European Economic Constitution. Looking from this perspective at the regulation of Business-Client relationships, while it is clear that the strong interrelation of autonomy/heteronomy elements in commercial transactions calls for a methodological approach capable of providing an integrated view of regulation and private law, it also emerges that, up to now, similar attempts have been developed mainly within contract theory. The aim of this article is to test whether the regulatory perspective of European private law allows the regulation of Business-Client relationships through standards and rules not directly taken from contract law, but rather originating in other, formally different, legal branches. More specifically, attention in centred on corporate law, intended as that part of commercial law which defines the internal structure of the firm. Focus is thus put on organisational rules which are relevant within an incorporated business: the analysis starts from national rules, anchored to the traditional partition between civil law and commercial law; then it traces their rationale within the European framework, looking for hermeneutical insights capable of providing a more unified interpretation of those rules when framed back at a national level, as standards of regulatory private law.

There is a growing debate in law, economics and sociology about contractual business networks as a hybrid form of cooperation that combines governance elements from market and firm. Most treatments of the subject focus on the structures of supply and distribution networks and their consequences on liability and contractual interpretation. This article confronts network theory with the case of cross-border syndicated loans. Syndicated loans are a highly important instrument of corporate finance, and they merge contractual and corporate cooperation in a particularly sophisticated manner. Theories of network contracts can thus be helpful to address the legal issues of syndicated loans in different fields of law, ranging from conflict of laws to antitrust law. In turn, the analysis of syndicated loans as an example of horizontal business networks can help generate insights for the general discussion of networks in private law.

Several European law documents (including the Charter of Fundamental Rights of the European Union) lay down a general prohibition on making the human body and its parts, as such, a source of financial gain. Scholars have identified three reasons for this prohibition: human dignity, equality, and solidarity. This paper aims at exploring to what extent non-gratuitous contracts on human biological samples can be validly concluded for purposes of research and commercial applications of the research results. In particular, the present paper will firstly, analyse the role of the three aforementioned reasons – dignity, equality, and solidarity – in the assessment of the validity of non-gratuitous contracts on human biological samples for the purposes of research and possible commercial uses thereof. Secondly, this paper will outline some possible advantages of excluding this kind of contracts from the scope of application of the prohibition of financial gain.