Introduction

Commercial law is a new interdisciplinary and is constantly changing due to various reasons such as the ever-changing technologies and economic conditions. Another fancy word for business law, commercial law mainly deals with the rights, relations, and conduct of persons and organizations engaged in commercial and business activities.[1] Depending on different jurisdictions, commercial law has different terms. In this article, we will be discussing more about commercial law and what are the roles and responsibilities of commercial lawyers do. Further, what does typical day to day work life look in the world of commercial law?

“Commercial law is a conglomeration of numerous federal, state, and international laws. These organisations create the biggest commercial agreements is the Uniform Commercial Code, which has been substantially adopted as statutory law in nearly every state and governs numerous areas of commercial law, such as sales and leases. On the international level, the General Agreement on Tariffs and Trade (GATT) and the World Trade Organization (WTO) form the backbone of the sales of goods across the world.”[2]

Any kind of business, commerce, or business transaction that takes place will be governed under commercial law. Since commercial law is a branch of civil law, various other categories can be dealt with under commercial law. This includes contracts, intellectual property, mortgages, tenant-landlord, real estate, and banking to name a few. Commercial law has a great history because the name itself traditionally highlights the broader practice of trade among various merchants and or merchant-consumer relationships, for example: the barter system. In addition to this, commercial law includes within its compass such titles as principal and agent; carriage by land and sea; merchant shipping; guarantee; marine, fire, life, and accident insurance; bills of exchange, negotiable instruments, contracts, and partnerships.[3]

“Ultimately, commercial law covers all people and businesses who buy, sell, trade, or merchandise products, goods, and services.

While some legal practices focus primarily on public law (laws that apply to the general population) or private law (laws designed for specific groups, businesses, or industries), commercial law touches both:

Public commercial law handles interstate commerce and consumer protections.
Private commercial law deals with merger or acquisition contracts between businesses and the transfer of securities (stocks and bonds) between private entities.”[4]

As commercial law is very vast, there have been attempts made to unify the body of commercial law into one code in the United States. This attempt gave birth to what we now know as the Universal Commercial Code (also abbreviated as UCC). Each state, that is almost all fifty states has adopted UCC with modifications of their own. There are numerous schemes put in action to conduct the way business is conducted. It ensures that businesses or other entities that engage in commerce adhere to set rules and guidelines, creating a fair and competitive commercial environment while providing legal remedies to resolve disputes.[5]

Why are these Laws Important?

Technology is ever-growing and drastically changing, with the invention of Artificial Intelligence, nanotechnology, and what not. It is important that growing businesses and start-ups must keep up with the new trends that happen in the business world. Commercial law regulates every step of the way. Whether it is conducting business transactions with ease or ensuring that consumers do not get cheated in any manner. For business that happens overseas, and a contract is created between a USA Company and a UK Company, privacy laws need to be followed and ensure utmost care has been taken.

History

“The Uniform Law Commission was formed in 1892 in part to create uniform commercial laws. The Uniform Negotiable Instruments Law was approved in 1896 and soon enacted in every state. More commercial laws soon followed: the Uniform Sales Act and Uniform Warehouse Receipts Act in 1906; the Uniform Bills of Lading Act and Uniform Stock Transfer Act in 1909; and the Uniform Conditional Sales Act in 1918. The ULC officially took on the task of drafting a comprehensive code to provide guidelines for all commercial transactions in 1940. In 1942, the ULC and the American Law Institute joined in a partnership that put all the component commercial laws together in a comprehensive Uniform Commercial Code that was offered to the states for their consideration in 1951. Pennsylvania became the first state to adopt the UCC in 1953, and every other state followed suit over the next twenty years.”[6]

Conglomerates or coming-up new conglomerates need to keep up with any new developments that are happening in the legal world. Regulations need to be compiled at the earliest – like filing appropriate forms and maintaining a Memorandum of Association. This way companies will avoid paying high-end penalties that will go up to a maximum of twelve million dollars. This also ensures that companies act in a moral, ethical, and legal manner. This also encourages healthy competition and ensure that no unethical trade practices are practiced and also further avoids attracting any risks or liabilities in the coming future. In total, a good knowledge and understanding of commercial law is crucial for any upcoming businesses that are looking to thrive in today’s rapidly changing economic and socio environment.

Career In Law

A Jury consists of twelve persons chosen to decide who has the better lawyer

Robert Frost

There are various types of lawyers. Naturally, in the area of commercial law, a commercial lawyer or attorney is the primary person who will have in-depth theoretical and practical knowledge about the same. A law student can always decide in which area of law he or she is most interested in or attracted to and can complete their major in said subject.

Different types of Lawyers, Advocates or attorneys do most of the same work, however, their nature of work will differ from each other. For example: a corporate lawyer might represent his company in a court of law and will deal with matters regarding everything with corporate. Their primary focus is to work on legal issues related to business or companies. They might be overseeing mergers or acquisitions or overall corporate governance. Then you have lawyers who work privately or in any government sector. As the name suggests, a private lawyer will sit behind a desk, work on various different matters depending on their clientele, research cases, represent his client in a court of law etc., the same is done by a government attorney or prosecutor. “Public Prosecutors are really Ministers of Justice whose job is none other than assisting the State in the administration of Justice. They are not representatives of any party. Their job is to assist the Court by placing before the Court all relevant aspects of the case.”[7]

So, What Do Commercial Lawyers Do?

As earlier said, certain parts of a work are largely similar to every lawyer no matter which field he or she is in. Commercial lawyers conduct extensive research and rationale in order to assist their clients with complicated or difficult legal situations or issues. A few instances of the kind of disputes a commercial lawyer may holder include:[8]

Contract disputes: One party doesn’t hold up their end of an agreement or breaches the terms of their contract.
Intellectual property conflicts:One entity used another’s copyrighted content without approval.
Product liability issues:A product causes damage to a consumer, like if a flaw in a vehicle part injures someone who bought the vehicle.
Employment law regulations: Instances where an employer wrongfully terminates or discriminates against an employee.
Assistance with mergers and acquisitions(M&A): Performing due diligence and reviewing the terms of the property transfer or merger with both parties to ensure regulatory compliance.
Banking or finance issues:Helping wronged consumers during instances of financial fraud or predatory lending practices.
Competition regulation:Mediating issues involving monopolies or price-fixing.

A commercial lawyer can choose to settle these sorts of disputes in a manner he/she deems fit. This would include opting for other methods like using arbitration, negotiation, mediation, conciliation and or litigation. Arbitration is a procedure in which a dispute is submitted, by agreement of the parties, to one or more arbitrators who make a binding decision on the dispute. In choosing arbitration, the parties opt for a private dispute resolution procedure instead of going to court.[9] Mediation is a negotiation facilitated by a third-party neutral. It is a structured, interactive process where an impartial third party, the mediator, assists disputing parties in resolving conflict through the use of specialized communication and negotiation techniques.[10] Conciliation is a voluntary proceeding, where the parties involved are free to agree and attempt to resolve their dispute by conciliation.[11] In Negotiation has been defined as any form of direct or indirect communication whereby parties who have opposing interests discuss the form of any joint action which they might take to manage and ultimately resolve the dispute between them.[12]

[1] "Commercial Law - The University of Auckland". www.auckland.ac.nz.

[2] commercial law | Wex | US Law | LII / Legal Information Institute (cornell.edu)

[3] One or more of the preceding sentences incorporates text from a publication now in the public domain: Chisholm, Hugh, ed. (1911). "Commercial Law". Encyclopædia Britannica. Vol. 6 (11th ed.). Cambridge University Press. p. 771.

[4] What is Commercial Law?, By McKayla Girardin and edited by Emily Courtney, retrieved from: What Is Commercial Law? - Forage (theforage.com)

[5] "Commercial Law". Oxford Reference. doi:10.1093/oi/authority.20110803095627873. Retrieved 2024-05-11.

[6] Uniform Commercial Code - Uniform Law Commission (uniformlaws.org)

[7] Prosecution-Guidelines | Public Prosecution (dppodisha.nic.in)

[8] Below points are retrieved from: What Is Commercial Law? - Forage (theforage.com)

[9] What is Arbitration? (wipo.int)

[10] Mediation - Wikipedia

[11] What is conciliation? - Dispute Resolution Hamburg (dispute-resolution-hamburg.com)

[12] The Law Society of Upper Canada “Short Glossary of Dispute Resolution Terms” (Toronto:1992) at 6.