https://ciclcurrents.law.emory.edu/cc/ The private international law of cross-border deals. Written by a CICL Fellow for CICL Currents, the blog of the Center for International and Comparative Law at Emory University School of Law. The views in it are the author's own. en Copyright 2026 Eric Martin. The pieces and the summaries of them in this feed are all rights reserved, quotation with citation excepted. The data and the metadata this column publishes are licensed CC BY 4.0. Eric.martin@emory.edu (Eric Martin) Eric.martin@emory.edu (Eric Martin) Tue, 29 Sep 2026 04:12:55 +0000 https://ciclcurrents.law.emory.edu/cc/chair/the-sovereign-rewrite https://ciclcurrents.law.emory.edu/cc/chair/the-sovereign-rewrite Tue, 29 Sep 2026 12:00:00 +0000 Eric Martin Bank resolution Sovereign immunity Digital assets When a government rescues a bank or rewrites a securities law, it can change a cross-border deal that has already closed. Deal documents usually address that power (see change-in-law, force majeure or bail-in clauses) but cannot fully anticipate sovereign intervention. Virág Blazsek of the University of Leeds, who writes on bank bailouts and central bank digital currencies (CBDCs), discusses how the power works and why the law struggles to keep up with it. https://ciclcurrents.law.emory.edu/cc/data/post-closing-reach https://ciclcurrents.law.emory.edu/cc/data/post-closing-reach Fri, 21 Aug 2026 12:00:00 +0000 Eric Martin Foreign investment screening Post-closing risk Limitation periods Of the 44 jurisdictions with a power that can reach a completed transaction, four give the buyer a date on which the general call-in power lapses, running from an event fixed by the parties’ own transaction, which the four instruments variously put at completion, at the conclusion of the contract, or at registration. Article 4(4) of the new EU Regulation reads as an extension of national reach and would, for part of the Union, be a contraction. Sixteen of the 27 Member States carry no outer limit today, but Article 4(4) is confined to an investment not subject to a prior authorization requirement, and the file does not classify each untimed power onto that track, so the supported statement is that it would newly cap between three and fifteen of them. Article 4(5), which governs the deal that needed a filing and did not make it, changes nothing for any of the 27: every one already meets its 24-month floor, and it names no maximum at all. Law stated as of 2026-08-21. https://ciclcurrents.law.emory.edu/cc/brief/foreign-by-control https://ciclcurrents.law.emory.edu/cc/brief/foreign-by-control Thu, 20 Aug 2026 12:00:00 +0000 Eric Martin Foreign investment screening Ultimate control Merger control The EU’s new foreign-investment screening regulation defines the investor it reaches by looking through the buyer to whoever ultimately controls it. From January 17, 2028 the look-through to the acquirer’s ultimate control stops being an anti-circumvention rule and becomes part of the Union definition of a foreign investment. The standard for prohibiting a deal does not move with it: that is still the Treaty, construed strictly in Xella. What the widened trigger delivers is therefore not more prohibitions but a larger class of deals inside a national authorization requirement, moved from the art. 4(4) clock, which has a five-year ceiling, to the art. 4(5) clock, which has none. Articles 19 and 20, which govern assessment criteria and screening decisions, are not read for this piece and are named as the limit of it. Law stated as of 2026-08-20. https://ciclcurrents.law.emory.edu/cc/cornerstone/rome-ii-governing-law https://ciclcurrents.law.emory.edu/cc/cornerstone/rome-ii-governing-law Thu, 20 Aug 2026 12:00:00 +0000 Eric Martin Choice of law Product liability Party autonomy Privity The clause binds the parties who signed it. Four instruments nobody at the table negotiated govern everything else. The choice-of-law clause the buyer negotiated is irrelevant to the claim that matters. That much is familiar. What is not is that the clause the buyer acquired is the live one: after VKI v. Amazon a term reciting the trader's own law and stopping there is capable of being unfair, Annex I point (2) of Directive (EU) 2020/1828 makes an unfair term the subject of a representative action, and art. 2(1) of that Directive reaches infringements that ceased before the action was brought. The remedy that follows is an injunction, which looks cheap and is not: art. 8(2) allows a finding of infringement and an order to publish it, art. 13(3) makes the trader notify the affected consumers at its own expense, and art. 15 makes that final decision evidence in every follow-on national redress action against the same trader for the same practice. The size of the exposure is set by the expiry period, which is art. 17 of Directive (EU) 2024/2853 for units placed on the market after December 9, 2026 and art. 11 of Directive 85/374/EEC for everything before it; either way it runs ten years from the placing on the market of each unit rather than ten years from the deal, and it bounds the injured person's entitlement rather than the buyer's recourse against the seller, so the two periods do not net. Law stated as of 2026-08-20. https://ciclcurrents.law.emory.edu/cc/data/enforcement-network https://ciclcurrents.law.emory.edu/cc/data/enforcement-network Thu, 20 Aug 2026 12:00:00 +0000 Eric Martin Recognition and enforcement Choice of court Arbitration Judicial cooperation An award is backed by one near-universal obligation; a judgment by several small treaties, one strong regional regime, and a great deal of national law. The choice between a court and a tribunal is a choice between two enforcement architectures, not between collectible and not: the award has one obligation of near-universal span, while the judgment relies on several small treaties, one strong regional regime, and each destination’s own recognition law. Law stated as of 2026-08-20.