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.
Marcos Roberto Costa, Livia Costa, Alexandre Eli Alves
Este artigo examina os requisitos mínimos de criação, preservação, disponibilização e contestação da prova digital na autocomposição online de conflitos decorrentes de contratos de curta estadia intermediados por plataformas. A existência de capturas de tela ou de um canal digital, por si só, não torna o procedimento adequado. Sustenta-se que a autocomposição exige uma governança probatória capaz de assegurar proveniência, integridade, contexto, completude, acesso contraditório, minimização de dados e responsabilidades transparentes. A pesquisa é qualitativa, aplicada e propositiva. Combina procedimentos bibliográficos e documentais, método jurídico-dogmático de orientação funcional e design science jurídico como protocolo complementar. O corpus temático reúne 40 obras integrais auditadas - 32 brasileiras e oito estrangeiras -, articuladas à legislação vigente e a precedentes do Superior Tribunal de Justiça. A análise reconstrói a arquitetura triangular da contratação, distingue qualidade probatória de certeza absoluta, delimita as garantias da resolução online de disputas e testa o artefato em cenários hipotéticos. O resultado é um Protocolo Mínimo de Prontidão Probatória organizado em sete camadas, cuja intensidade varia conforme o risco, sem transformar ata notarial, hash ou blockchain em requisitos universais. Com isso, o debate se desloca da admissibilidade posterior de registros isolados para a organização preventiva, contestável e protetiva da informação necessária ao acordo.
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.
The digital transformation of commerce has introduced smart contracts—self-executing, code-based agreements on blockchain infrastructure—that challenge traditional legal doctrines by automating performance and minimizing intermediaries. While gaining global traction across finance and supply chains, their legal status within Indian commercial law remains doctrinally fragmented. This article critically examines whether existing Indian statutory frameworks, particularly the Indian Contract Act, 1872, and the Information Technology Act, 2000, can accommodate these blockchain-enabled arrangements. It interrogates foundational legal questions surrounding automated offer and acceptance, algorithmic consent, the enforceability of self-executing obligations, and the evidentiary admissibility of decentralized records. Furthermore, the study analyzes the technological anatomy of smart contracts, distinguishing between legal contracts expressed in code and autonomous software protocols, to highlight legal complexities that conventional doctrines fail to address. Through a comparative examination of regulatory developments in the US, UK, Singapore, EU, and UAE, the article highlights an international movement toward the formal recognition of blockchain contracting. Against this backdrop, it argues that India’s existing legal framework, though interpretively flexible, is structurally inadequate for resolving the jurisdictional, liability, and consumer protection challenges posed by algorithmic transactions. The study concludes that smart contracts necessitate a paradigm shift in commercial jurisprudence. India must move beyond mere interpretive accommodation and develop a coherent legislative architecture that balances technological innovation with legal certainty, contractual fairness, and commercial accountability. Keywords: Smart Contracts; Indian Contract Law; Blockchain Technology; Algorithmic Transactions; Commercial Jurisprudence; Digital Contracts.
This study examines the transformation of financial transactions under the influence of artificial intelligence (AI) systems and distributed ledger technologies (DLT/blockchain). The European Union, through the implementation of Regulation (EU) 2024/1689 (the AI Act), introduces a horizontal, risk-based regulatory framework specifically related to applications concerning credit-risk assessment, fraud prevention and the automated provision of investment recommendations. In parallel, the recent revision of the EU framework on liability for defective products strengthens the protection of injured parties against digital products and software incorporating AI, while the decision not to advance a specific horizontal directive on non-contractual AI liability underscores the importance
Smart contracts are programs that automatically enforce some kind of agreement between parties, without the need of a trusted third party. Since they frequently deal with large sums of money (in the form of crypto assets) it is critical that smart contracts attain precisely to their specification and do not have any unexpected behaviour. In this thesis, I will present two lines of research, one related to developing smart contract languages for the UTXO blockchain model, and the other related to the formalization of MEV attacks.
Smart contracts, by enabling the automated and transparent execution of ag-reements through blockchain technology, promise to simplify complex cross-border transactions and reduce reliance on intermediaries, possessing trans-formative potential in international trade. However, significant legal uncerta-inties remain regarding their legal nature, contract validity, applicable law, jurisdiction, and liability. This study aims to examine the legal framework of blockchain-based smart contracts in international trade and to comparatively evaluate regulatory approaches in different legal systems. The research emp-loys a methodology that combines doctrinal legal analysis with comparative regulatory review, focusing particularly on legal recognition, regulatory inst-ruments used, general regulatory approaches, and emerging key legal issues. The findings of the international legal framework review and the comparative analysis conducted in the EU, United Kingdom, USA, some Asian countries, and Türkiye show that widespread adoption of smart contracts is still limited due to legal uncertainties and unresolved doctrinal questions, while regula-tory approaches are still evolving.
Contract Model and the Future of Programmable Contract Law Smart contracts promise certainty through automated execution, yet contract law is fundamentally organised around adaptation. Contracts are routinely amended, suspended, interpreted, terminated and subject to judicial or arbitral intervention. This article argues that the principal limitation of contemporary smart contracts does not lie in their legal validity but in their inability to accommodate the legal life-cycle of contractual relationships. It identifies a conceptual confusion between ledger permanence and contractual permanence and argues that immutability should be understood as an infrastructural property rather than a contractual ideal. In response, the article develops the Principle of Programmable Contractual Continuity, proposes a Modular Smart Contract Model (MSCM) based on successive legally coordinated contractual modules, and introduces the Smart Contract Legal Adaptability Test (SCLAT). Through a commercial case study, it demonstrates how programmable contracting can integrate amendment, suspension, adjudication and restitution while preserving traceability, accountability and legal certainty.
Este artículo analiza la naturaleza jurídica y la eficacia obligacional de los smart legal contracts (slc) en el ámbito del derecho comercial internacional. Ante la ausencia de un marco regulatorio específico, el estudio examina si los instrumentos vigentes —tales como los marcos normativos europeos (Reglamento Roma I), el sistema interamericano (Convención de México) y la Convención de las Naciones Unidas sobre los Contratos de Compraventa Internacional de Mercaderías (cvcim)— ofrecen criterios idóneos para resolver los conflictos de leyes derivados de la tecnología blockchain. A través de una metodología cualitativa con enfoque analítico y teórico-jurídico, se aborda la distinción doctrinal entre Smart Code Contracts y Smart Legal Contracts, contrastando la inmutabilidad del código con la exigibilidad del acuerdo legal. La investigación concluye que, pese a los desafíos técnicos, la validez y ejecutabilidad de los slc pueden sustentarse en los principios generales del derecho internacional privado, particularmente mediante el ejercicio de la autonomía de la voluntad conflictual. El artículo sistematiza los criterios esenciales para dotar de seguridad jurídica a esta modalidad de contratación en el escenario transfronterizo.
Dieser Leitfaden richtet sich an Entscheidungsträger von kleinen und mittelständischen Unternehmen. Er ist praktisch ausgerichtet und bietet einen niedrigschwelligen Einstieg in das Thema Smart Contracts. Ziel ist es, eine fundierte Grundlage zu schaffen, um ohne spezifische Vorkenntnisse die Chancen, Grenzen und Einsatzmöglichkeiten dieser Technologie für das eigene Unternehmen einschätzen zu können.
Tokenization of real-world assets (RWAs) is transforming financial markets by enabling the digital representation of traditional assets through blockchain infrastructures and smart contracts. Often presented as a technological innovation, tokenization also raises important legal and regulatory questions regarding ownership, transfer, contractual enforcement, and investor protection. This article argues that tokenization should be understood as a hybrid legal and technological mechanism that both reproduces and reshapes traditional financial instruments. It first examines the role of security tokens and smart contracts in automating financial rights and transactions. It then analyses the tokenization of RWAs, focusing on its benefits, liquidity, fractional ownership, and market efficiency, as well as its legal limits, including regulatory fragmentation and cross-border uncertainty. The article concludes that tokenized markets will depend not only on technological development, but also on coherent legal frameworks capable of ensuring trust and legal certainty.
본 연구는 블록체인 기반 스마트계약의 국제물품매매계약에 관한 유엔협약(CISG)의 적용가능성과 적용상 주요 쟁점을 분석하는 데 목적이 있다. 스마트계약은 무역거래의 비용·시간·불이행 위험을 줄일 수 있는 장점이 있으나, 법적·제도적 기반의 미비로 인해 활용이 제한되고 있다. 이에 본 연구는 스마트계약의 개념과 유형을 검토하고, CISG의 장소적·인적·거래유형 및 물적 적용범위 측면에서 스마트계약의 적용가능성을 분석하였다. 또한 자연어 계약과 프로그램 코드 간 충돌 문제 및 암호화폐 지급의 법적 성격 등을 중심으로 CISG 적용상 쟁점을 검토하였다. 연구 결과, 스마트계약은 CISG의 유연한 해석을 통해 규율 범위 내에 포함될 수 있으며, 계약 해석에 있어 당사자의 의사와 전문성이 중요한 기준이 됨을 확인하였다. 나아가 스마트계약의 활성화를 위해서는 국제적 통일해석과 실무적 가이드라인의 정비가 필요함을 시사한다.
This Article examines whether tortious remedies for interference with non-fungible tokens are available under the Civil Code of the People’s Republic of China and the common law of Singapore. The analysis proceeds from a three-layer separation of the underlying copyrighted work, the cryptographic token, and the impugned conduct. Under the Chinese Civil Code, Articles 114-115 define property rights (物权) by reference to direct control and exclusion over specific things (物), while Article 127 delegates the protection of network virtual property (网络虚拟财产) to unspecified future legislation. Under Singaporean law, the High Court in CLM v CLN accepted that cryptocurrencies satisfy the Ainsworth criteria for proprietary status, but no court has extended the tort of conversion to digital tokens. Both systems have recognized digital assets as property without resolving whether existing tortious remedies attach. The analysis maps the functional requirements of Chinese property-interference liability and Singaporean conversion onto private-key-controlled tokens, sets out a five-step operational test for routing claims, and identifies the doctrinal obstacles in each system.
The Author states that Nakamoto combined several prior inventions such as b-money and HashCash to create a completely decentralized electronic cash system that does not rely on a central authority for currency issuance or settlement and validation of transactions.The key innovation was to use a distributed computation system (called a 'proof-of-work' algorithm) to conduct a global 'election' every 10 minutes, allowing the decentralized network to arrive at consensus about the state of transactions.This elegantly solves the issue of double-spend where a single currency unit can be spent twice.Previously, the double-spend problem was a weakness of digital currency and was addressed II The Technology behind BlockchainTo better capture the implications of blockchain applications, it is of utmost importance to start with an understanding of the technology that underpins distributed ledger technology ('DLT') (para.I.A), followed by the key features of blockchain (para.I.B). I.A Distributed Ledger TechnologyGiven the definition of a ledger as an information store that keeps final, definitive, and immutable records of transactions 40 , a distributed ledger is a type of ledger that is shared, replicated, and synchronised in a distributed and decentralised manner 41 .
Smart contracts — self-executing agreements expressed in blockchain code — are transacting billions of dollars of value daily, yet their legal enforceability under Indian law remains fundamentally uncertain. This article undertakes a systematic doctrinal analysis of smart contracts against the essential requirements of a valid contract under the Indian Contract Act, 1872 (“ICA”) and the authentication and evidentiary framework of the Information Technology Act, 2000 (“IT Act”). The analysis demonstrates that the ICA’s core requirements — offer and acceptance, consideration, capacity, free consent, and legality — can each be satisfied in a smart contract interaction when interpreted in light of the blockchain’s technical architecture. This article proposes the “Informed Interaction Standard” as a workable judicial test for offer and acceptance. It identifies two critical gaps in the IT Act: the non-recognition of blockchain cryptographic authentication as a valid electronic signature and the inapplicability of the Section 65B evidentiary certificate requirement to blockchain records. To address these gaps, the article proposes three targeted legislative interventions: a new Section 10B (IT Act) expressly validating smart contracts; a Section 3A notification recognising blockchain authentication; and a new Section 65C establishing an alternative evidentiary certification pathway for distributed ledger records. Comparative analysis of England, the United States, Singapore, and the European Union confirms that India is an outlier in its failure to resolve these questions and benchmarks the proposed reforms against best international practice. Keywords: smart contracts, Indian Contract Act 1872, Information Technology Act 2000, blockchain law, decentralised finance, digital signatures, Section 65B, electronic contracts, DAO, law reform.
The burgeoning proliferation of digital assets (cryptocurrencies, non-fungible tokens, stablecoins and other forms of financial instruments, which exist on a blockchain) has revealed deep flaws in established insolvency frameworks around the world. This article considers the three inseparable legal issues of the legal characterization of digital assets as 'property', 'valuation' of volatile digital assets during insolvency and 'recovery' of such assets in an era of borderless technology. It uses the jurisdictions of Singapore and India as models in an effort to show that Singapore's forward-looking legislative framework-supported by the Payment Services Act 2019, the Insolvency, Restructuring and Dissolution Act 2018 and a robust case law framework-offers a robust and informative blueprint for states seeking to revise their insolvency frameworks. Despite being home to more than 115 million digital asset users and a large domestic market, India lacks legislative provisions to deal with digital asset insolvency. Finally, this article offers specific suggestions for the amendment of India's Insolvency and Bankruptcy Code 2016, trans-border insolvency regimes and the regulatory framework applied to digital asset service providers.
Este artigo discute como padrões ERC e mecanismos de comunicação cross‑contract sustentam a interoperabilidade entre contratos inteligentes em Ethereum e EVM‑chains. Padrões de tokens como ERC‑20, ERC‑721, ERC‑777 e ERC‑1155 definem interfaces mínimas para transferência, consulta de saldo e eventos, permitindo que carteiras, DEXs, marketplaces e outras aplicações interajam de forma uniforme com ativos fungíveis e não fungíveis, enquanto extensões multi‑token como o ERC‑1155 combinam características de ERC‑20 e ERC‑721 e suportam transferências em lote. A interoperabilidade é reforçada pelo padrão ERC‑165, que introduz um mecanismo padronizado de detecção de interfaces via supportsInterface(bytes4), permitindo que contratos verifiquem, on‑chain, se outros contratos implementam interfaces específicas antes de interagir com eles. Na prática, a comunicação cross‑contract em Ethereum é implementada via opcodes de chamada (CALL, DELEGATECALL, STATICCALL), que permitem compor funcionalidades entre contratos, mas introduzem riscos de segurança como reentrância cross‑contract, em que contratos mal projetados são reentrados por outros antes de atualizar seu estado, abrindo espaço para exploração. Estudos e guias de segurança catalogam padrões de ataques de reentrância, incluindo reentrância entre funções e entre contratos, e recomendam padrões como checks‑effects‑interactions, uso de mutexes e desenho criterioso de callbacks em tokens com hooks (como ERC‑777) para mitigar esses riscos. Conclui‑se que a interoperabilidade de contratos na Web3 depende tanto de padrões de interface bem definidos (ERCs, ERC‑165) quanto de práticas seguras de comunicação cross‑contract, com impacto direto na liquidez, composabilidade DeFi e governança de protocolos.<br>
Smart contracts, self-executing agreements programmed on blockchain networks, represent a technological innovation with profound implications for contract law. India's existing legal framework, the Indian Contract Act of 1872 and the Information Technology Act of 2000, was not designed to accommodate such digital instruments. This chapter examines the legal recognition and enforceability of smart contracts within this dual framework, identifies significant challenges, and explores emerging prospects for regulatory adaptation. The analysis reveals that while India possesses foundational provisions recognizing electronic contracts and digital signatures, the explicit statutory recognition of smart contracts remains absent. Key challenges include the absence of legal personhood for autonomous smart contracts, liability attribution problems, evidentiary uncertainties and jurisdictional ambiguities. This chapter argues that targeted legislative amendments integrating blockchain technology provisions, coupled with judicial interpretation of existing provisions, could facilitate smart contract recognition while preserving consumer protection standards. This balanced approach offers India an opportunity to position itself as a global leader in fintech innovation, without compromising legal certainty.
One of the most discussed topics in corporate law is the “real” effectiveness of shareholders’ agreements, i.e. the validity of those clauses that prevent the non-fulfilment of the agreements and that therefore ensure fulfilment of shareholders’ agreements as an alternative to compensatory remedies. In fact, as well known, especially with regard to voting trusts, their legitimacy has always been based on their merely personal and obligatory effectiveness, considering null and void those agreements that include the mentioned “real” mechanisms. In this context, technology and, in particular, the entry of blockchain and smart contracts introduces new possible frontiers that this article, taking as an example the Italian legislation (which provides for a specific regulation of smart contracts), intends to explore by also proposing an interpretative solution and a possible embryonic prototype.
Ermanno Francesco Sannini, Lucia Simeone, Corrado Aaron Visaggio, Andrea Di Sorbo
In Ethereum's immutable environment, high-quality documentation is essential for users and auditors to fully understand smart contract behavior and build trust. However, an empirical, manually conducted, and comprehensive investigation that analyzes and identifies undocumented implementation details, implicit assumptions, and comment-code inconsistencies in operational smart contracts is still missing. To address this gap, this paper examines the commenting practices occurring in the source code of smart contracts through a systematic manual review of 100 up-to-date Solidity smart contract projects mined from Etherscan, divided into high-usage and low-usage groups based on the number of transactions they received. By combining quantitative analysis, validated with Fisher's exact test, and a multidimensional qualitative checklist, we identify a systemic deficiency in documentation, especially concerning smart contract-specific facets, such as critical security patterns and gas optimization strategies. Our findings show that documentation quality is generally insufficient regardless of a contract's popularity. Smart contract developers tend to prioritize functionality over verifiability, highlighting an urgent need for domain-specific documentation standards and best practices that better support the entire development lifecycle of blockchain applications.