The law of cross-border insolvency is about where a company is. It has never had to ask legally what is being administered where an estate consists of cryptographic keys rather than factories or what happens when the controlling minds of a debtor are as mobile as the assets they control. In this paper, I argue that the recent cross-border insolvency reform in India, advanced by section 240C of the Insolvency and Bankruptcy Code (Amendment) Act, 2026 (an enabling provision, whose substantive rules remain undrafted), will fail a meaningful share of the insolvencies it is meant to resolve, unless those rules are built with digital assets affirmatively in mind.The argument proceeds in three movements. First, it traces the doctrine of "centre of main interests" through its foundational European and American case law, showing a registered-office presumption that holds up well against debtors who are not trying to defeat it, and considerably less well against those who are. Second, it compares how courts in New Zealand, the United States, and Japan have answered materially the same question, whether a depositor's cryptocurrency is trust property, contractually transferred estate property, or no property at all, and reached three different answers in insolvencies with nearly identical facts. Third, it reads recent failures, including the Indian exchange WazirX's restructuring before a foreign court with no domestic mechanism for India to participate, as variations on one structural pattern that neither doctrine was built to handle.The paper conclude by proposing some concrete provisions which we would suggest that the Central Government consider as it moves forward with the process of notifying the remaining rules under section 240C – specifically, these include a legislated default regime relating to customer deposits, a COMI presumption in relation to debtors who have no other registered office, and a mechanism which enables India to be heard if a foreign restructuring results in large numbers of Indian citizens being affected.
The development of smart contracts on distributed ledger technology has created very real doctrinal and evidentiary problems for the classical consent theory-based legal system. This article conducts a thorough comparative study on the legal regimes of defects of consent error, fraud, duress and misrepresentation regarding smart contracts in the light of the international conventions adopted by the United Nations Commission on International Trade Law (UNCITRAL) and the United Nations Principles of International Commercial Contracts (UNCPC). The study highlights key gaps in legislation and clear issues of evidence that hinder claimants from establishing vitiated consent in algorithmically executed contracts, grounded in primary legislative sources, such as the UAE Federal Law No. 5 of 1985 (Civil Transactions Law), UAE Electronic Commerce Law No. 1 of 2006, the regulatory frameworks of the Dubai International Financial Centre (DIFC) and the Abu Dhabi Global Market (ADGM), and Jordanian Civil Code No. 43 of 1976. The analysis demonstrates that, while automated self-executing code involves one-to-one interaction between a digital entity and a human user, both jurisdictions are poorly suited to deal with these types of interactions, as the record cannot be altered and the party deploying the code can be anonymous, and the 'agreement' can be either ambiguous or impossible in practice. The article suggests a three-part reform agenda – (i) technology-neutral statutory amendments to explicitly apply the doctrine of “defect of consent” to algorithmic agents; (ii) forensic evidentiary rules for the authentication of blockchain data and expert testimony; and (iii) a specialised dispute resolution mechanism based on the ADGM's current smart contract recognition framework. The findings add to the still emerging literature on smart contract legality in the Arab world, and provide practical suggestions for legislative reform.
The expansion of blockchain technology and the evolution of digital platforms have led to the emergence of new concepts in contractual relations, of which "smart contracts" are among the most significant. These contracts are designed as blockchain-based computer programs that execute the terms of the parties' agreement in the form of digital codes and enable the automatic performance of obligations without the need for traditional intermediaries. Such features have increased the speed, transparency, and efficiency of transactions. However, the introduction of this technology into the field of contract law has raised fundamental questions regarding the legal nature, validity, and enforcement of such contracts in various legal systems, particularly those based on classical traditions. The aim of this research is to elucidate the legal nature of smart contracts and analyze the challenges of their enforcement in the Iranian legal system. The research method is descriptive-analytical, and data have been collected through library studies and the examination of domestic and international legal sources. Additionally, with a comparative approach, some legislative experiences of other countries in this field have been examined. The findings indicate that, despite technical differences, smart contracts can be analyzed within the framework of general contract rules. The principle of party autonomy and Article 10 of the Civil Code provide the capacity to accept this type of contract, and the Electronic Commerce Law, by recognizing data messages and electronic signatures, has established a basis for the validity of digital transactions. However, challenges such as ascertaining the true intent of the parties, determining liability for technical errors, and the conflict between the immutability feature of blockchain and institutions such as rescission and mutual rescission persist. Accordingly, the formulation of supplementary regulations, the development of legal infrastructure, and the enhancement of specialized knowledge appear essential for the safe and effective utilization of this technology.