Over the last thirty years there has been a remarkable functional convergence in the way companies are run. Behind directors, asset managers and banks usually participate the most in setting the ultimate direction of corporations, as they have assumed the role of stewardship over shareholder voting rights. At the same time, an increasing number of people’s livelihoods and old age now depend on the stock market, but these ultimate contributors to equity have barely any voice. Why has there been such a separation of contribution and participation? Two positive theses explain this convergence in corporate governance, one political, one economic. The first positive thesis is that laws which guarantee participation rights in investment chains (either for shareholders against directors, or for the ultimate contributors against institutional shareholders) were driven by a progressive democratic movement, but very incompletely compared to its social ideals. The second positive thesis is that when there have been no specific rights in law, the relative bargaining power of different groups determined the patterns of participation, whether the outcomes were reasonable or entirely arbitrary. In practice, the separation has grown between those who contribute to equity capital and those who participate in governance. These theses are preferable to existing narratives in political literature, and law and economics, which entail predictions of different forms of rational interest-driven institutional evolution. On the contrary, participation in corporate governance is largely unprincipled. The evidence is found in the historical development of participation rights in the UK, Germany and the US. Does the separation of contribution and participation matter? One normative thesis is derived from the historical evidence. It proposes that the separation of contribution and participation is a pressing concern, precisely because participation in corporate governance, as it stands, manifests no coherent principles. Asset managers and banks have gathered shareholder voting rights through no better reason than their peculiar market position as investment intermediaries. They have significant conflicts of interest when they exercise voting rights with other people’s money. They are able to use votes like any other selfperpetuating interest group would, because they are not effectively accountable to their natural beneficiaries: the ultimate investors. To ensure that the successes of modern corporate law are not unravelled, corporate governance should protect the principle of a symmetry between contribution and participation. This will mean that in the future, corporate governance becomes more economically efficient, sustainable, and just.

Parties who contract at arm’s length are bound by the terms of their contracts, provided the contracts do not contravene a rule of law or public policy. The commencement of formal insolvency proceedings may however limit the ability of a debtor to perform its pre-petition contractual obligations, resulting to liabilities to creditors. Accordingly, a formal insolvency procedure ensures an orderly and efficient resolution of the debtor’s affairs -- maximising realisations to creditors or rescuing the corporate debtor as a going concern. To achieve this purpose, unilateral contract enforcement efforts and rights are replaced by a mandatory regime characterised by collectivity and equality in treatment of similarly situated creditors. This thesis comparatively evaluates the impact of the commencement of formal insolvency proceedings on corporate contracts in the UK and US. It examines the extent to which pre-petition contractual bargains are suspended, adjusted or avoided by the supervening insolvency law regime in the jurisdictions. The thesis adopts a thematic approach to examine how the legal frameworks in the jurisdictions manage the inevitable conflict between the policy considerations of contract law and those of insolvency law. The extent to which insolvency law should interfere with pre-insolvency contractual arrangements and entitlements has always been a contentious and keenly debated issue. No doubt, insolvency law has a greater number of interests to protect outside the interests of pre-petition contracting parties. These include the general body of creditors, employees, post-petition creditors etc. Nevertheless, in the absence of compelling and well-articulated policy justification, formal insolvency ought not to be a forum for the stripping of property rights or the pursuit of redistributional goals.

This thesis examines the regulation of sustainable public procurement in the Republic of Turkey in the context of Turkey’s membership negotiations with the European Union. Sustainable public procurement is the procurement whereby contracting authorities take account of all three pillars of sustainable development (economic, social and environmental) when procuring goods, services or works. The thesis aims to clarify whether and to what extent sustainable development concerns can be taken into account under the Public Procurement Act numbered 4734, which is the main legal framework of public procurement in Turkey. Furthermore, it aims to identify possible options for improving sustainable development-oriented public procurement regulation in Turkey. The thesis essentially uses black letter and comparative legal research methods in order to achieve its objectives. This thesis argues that the correlation between public procurement and sustainable development is strong in the EU, whereas such a correlation shows a weak profile in Turkey. In that regard, this thesis proposes the rules that need to be improved for establishing a sustainable public procurement system in Turkey, taking into account the local dynamics of the Turkish public procurement system, and in the context of the membership negotiations with the EU. This thesis argues that the existence of a clear mandate for sustainability concerns, putting forward a strong political backing, establishing a coherent institutional framework and laying down a consistent and clear legal framework and an effective enforcement/remedy system are the essential peripheral conditions for promoting sustainable public procurement in Turkey.

This dissertation is a grounded theoretical analysis of the REDD-plus programme, the multi-level system of forest governance that is being developed since 2007 under the international legal regime on climate change. It examines REDD-plus’ main elements, seeks to preliminarily assess its likely impact and suggests measures to improve its design. The focus is on effectiveness, intended as the ability to address the causes of forest loss in developing countries. The research is divided in two parts. The first part concentrates on REDD-plus at the international level. It explores the programme’s innovative but still fragmented and contradictory use of ‘policy approaches’ and ‘positive incentives’, and assesses its strengths and weaknesses in the context of the broader trend towards the ‘neo-liberalisation’ of international environmental policy. The second part examines REDD-plus at the national and sub-national levels. It uses sustainable landscape governance as the overarching conceptual and physical framework for the effective implementation of REDD-plus activities and suggests three areas of public policy that should be prioritised by participant countries: tenure, spatial planning and financial intermediation. The dissertation examines each policy area in detail and provides specific recommendations on the measures available to overcome current problems. It argues that the programme’s effectiveness would be magnified by combining public policy and market instruments in such a way as to facilitate the negotiation of trade-offs between multiple environmental and development objectives and between diverse stakeholders. Building on this analysis, the conclusions advance some considerations on the possible significance of REDD-plus for the development of international environmental law.

Private international law applies to cases governed by private law which involve factual connections with several countries. A major issue governed by private international law is the question of which country’s law should be applied to determine the merits of a dispute. This thesis focuses on choice of law in respect of transnational contracts. It compares the legal principles concerning choice of law adopted by way of European harmonization with those currently utilized in the United Arab Emirates. The purpose of this comparison is to find points which are not addressed in the United Arab Emirates law under its Civil Transactions Code, or on which its provisions are unsatisfactory. In particular, the absence of any special provisions on choice of law for contracts such as consumer, insurance, and employment contracts which involved disparity of bargaining power between the parties, is considered. The thesis proposes new provisions which could usefully be adopted in the UAE by way of amendment to its Civil Transactions Code in the light of the European solutions under the Rome I Regulation. Attention is also given to a recently established territorial enclave, the Dubai International Financial Centre (DIFC), which has its own legal system, based on an English model, and is designed to attract international businesses and investors. Thus the thesis examines choice of law under DIFC law, and (in view of the rapid development of the DIFC legal order, and the numerous issues therein which have not yet been fully resolved) also considers other areas of private international law in the DIFC (such as judicial jurisdiction, arbitration and the enforcements of judgments and awards).

Challenging questions arise in the effort to adequately protect the cultural rights of individuals and communities worldwide, not the least of which are questions concerning the very understanding of ‘culture’. As contemporary anthropologists began to understand ‘culture’ as the fluid and ubiquitous narratives that are shifting and sometimes contested, does it still make sense to speak of culture in the context of human rights? If so, what kind of State obligations does this understanding entail? This thesis explores the issue whether the United Nations human rights treaty-bodies jurisprudence is sufficient in protecting the cultural rights of groups and individuals. To achieve this, the present thesis analyses the works of the treaty-bodies on the scope of cultural rights protection and how the treaty-bodies impose limitations on cultural rights. Borrowing from contemporary anthropological knowledge on culture, this thesis demonstrates how the work of the treaty-bodies has failed to acknowledge culture as competing discourses of power and has failed to address potential violations on cultural rights which accompany discourse production as individuals and community struggle over meanings. It also demonstrates how the treaty-bodies, when applying limitations on cultural rights, adopt an highly essentialised notion of culture which sets up culture and gender as fundamentally opposite positions and obscures the question on individual agency in cultural practices. To solve the above difficulties, this thesis argues that, in the context of protecting cultural rights, the treaty-bodies must look beyond the cultural text and must seek to understand the power relations which underpin the production of meaning. In the context of limiting cultural rights, treaty-bodies should begin their assessment by understanding how discourses are produced, reproduced, experienced and resisted, and how these processes impact women emotionally and practically. Concrete steps to accommodate these perspectives are also considered.

Articles 2(a)-(f) and 16(1)(h) of the Convention on the Elimination of All Forms of Discrimination Against Women (CEDAW) prohibit discrimination and enjoin State parties to ensure substantive equality between men and women in marriage and family relations. To ensure compliance with the CEDAW, the Committee on the Elimination of Discrimination Against Women (CEDAW Committee) examines State parties' periodic reports and makes pertinent observations. In 1985 by ratifying the CEDAW without any reservations, Uganda willingly undertook to make her laws and institutions regulating rights of succession to property compliant with the CEDAW. On 9th August 2002 the CEDAW Committee expressed concern over the country's state-made and non-state-made laws of marriage and succession. Uganda was called upon to remove, in family relations, among others, de jure discrimination and eliminate de facto discrimination against her women. With the above concerns in mind, this dissertation primarily measures Uganda's laws and institutions regulating rights of succession to property with the standards set by the CEDAW. To clarify rights of succession to property, however, laws and institutions regulating rights to property in marriage and upon divorce are also juxtaposed against the said CEDAW standards. The dissertation suggests reforms with a view to making Uganda's said laws and institutions compliant with Articles 2(a)-(f) and 16(1)(h) of the CEDAW. Whilst some of the law reform propositions are based on intuition, given that countries rarely improve their laws without looking at what other jurisdictions are doing, this dissertation has sought progressive ideas from the English, Scots and South African laws and institutions regulating rights to property in marriage, upon divorce and upon the death of a spouse. While there is legal pluralism in Uganda's laws and institutions regulating women's rights to property in marriage, upon divorce and upon the death of a spouse, such pluralism should not prevail over compliance with Articles 2(a)-(f) and 16(1)(h) of the CEDAW, as an international legal imperative: women's rights to property in Uganda may be regulated by state-made, customary and Islamic family laws and institutions so long as compliance with Articles 2(a)-(f) and 16(1)(h) of the CEDAW is guaranteed.

Underpinning the law on documentary credits and independent guarantees is a legal principle of autonomy which dictates that these financial instruments should, as a matter of law, be treated separately from a trader’s contractual agreement. However, despite this, fraudulent behaviour may still occur when these financial and legal instruments are used in practice. In response, a fraud exception to the autonomy principle has been recognised by many national and international courts in an attempt to mitigate the effects of fraudulent trade practices. The application of this exception within the English courts is, however, problematic owing to the narrowness of its construction and application. Additionally, the paucity of alternate legal instruments for regulating fraudulent trade practices means that Jordanian courts are not in any better position than their English counterparts, leaving traders confused as to their legal position when a fraud dispute arises. Given the large financial value of fraudulent transactions and the risks involved, the use of these legal instruments has declined as has the banks’ investment in this area creating a problem for legal policy makers. The aim of this dissertation is to, first, critically examine the fraud exception under English and Jordanian law by exploring the problems associated with the application of the fraud exception; and, second, to propose legal reforms which would alleviate both the legal and practical problems associated with the fraud exception as it stands currently. The thesis is that, whilst the autonomy principle plays a vital role in international trade, the courts should facilitate the fraud exception application and recognise other exceptions, such as the non-genuinity and the underlying contract exception, where the former exception would be unable to prevent fraud occurrence. The approach is based upon a critical evaluation of Anglo-American and Jordanian case law, supplemented by secondary sources and a qualitative examination of the Jordanian approach to the fraud exception based upon interviews with Jordanian judges. The dissertation concludes that an effective legal approach to fraudulent transactions using documentary credits and independent guarantees must be founded upon objective rather than subjective principles and that the courts’ use of injunctions should be different in cases involving holders in due course from those not involving such parties. These findings will impact upon legal policy debates within both English common law and international trade law more generally and the examination of the Jordanian position is instructive in that it is the first such study of its kind.

This thesis addresses the issue of compliance requirements under international law. Compliance with international norms is a contested issue. On the one hand the meaning of compliance is contingent on the theory of international law one holds. But on the other hand, the requirements for compliance are not clearly set out in the norm itself. This is problematic as the increased normative impact of international law brings more non-state actors under the regulation of regimes devised to regulate state activities. Compliance is expected of non-state actors with international norms, the compliance requirements of which are not clear even for states, the intended regulatees. Also, as the reach of international law expands, international law is under threat of fragmentation This means actors must contend with competing compliance requirements further prompting a need to identify those requirements more clearly and systematically. A general scheme for identifying such compliance requirements could help improve understanding of the meaning of compliance and improve levels of compliance. I propose such a scheme by critically examining key aspects of the concept of compliance and reviewing compliance theories. The thesis then sets out a Compliance Strategy and Framework (CSF) to systematically identify compliance requirements under international law. I then provide a Compliance Framework (CF), which sets out those requirements. This scheme will of necessity be of a general nature to be adapted in application to particular issue areas of international law. I illustrate the Compliance Strategy and Framework (CSF) by adapting it to the area of human rights. Specifically I show how the CSF may be applied to identify compliance requirements with the human rights associated with participation and accountability and I extend that example with a simple illustration aimed at using the CSF to identify the World Bank’s compliance requirements in relation to those human rights in the context of a Bank project. Finally, my thesis contends that the CSF is a valid scheme, according to international law, for identifying compliance requirements with norms of international law.

This thesis investigates the ethical issues and controversies that surround the use of plea bargaining in international criminal tribunals. Existing approaches to this subject have a tendency to be overly abstract, resulting in often ideologically deterministic justifications or critiques of plea bargaining in an international context. These approaches also fail to take into account any human dimension that may be involved in these negotiations. This thesis goes some way towards remedying this by making use of extensive in-depth interviews with international trial professionals. The thesis incorporates these interviews into an analysis of plea bargaining through three theoretical models: classic utilitarianism, classical liberal rule of law and legal imperialism. Each of these three models highlights significant issues in relation to the use of plea bargaining in an international context. Whilst they offer both justifications and critiques, revealing a number of gaps and blind spots, elements of each offers something that can assist an understanding of the use of plea bargaining in such a controversial arena as international war crime tribunals. The thesis argues that, when considered together, a holistic approach begins to develop which offers a more nuanced approach to plea bargaining than is currently available. This analysis is assisted and illustrated by interviews with named participants in war crime tribunals. These assist in developing a more unique perspective on plea bargaining by contextualising its theoretical findings by placing them into the tangible and realistic contexts of legal practitioners. The thesis opens with an introduction which sets out its aims and objectives. After which there is a separate chapter that discusses the methodologies used in this thesis. This is then followed by two chapters that outline the role of the international tribunals and introduce the concept and to explain the trajectory of plea bargaining and its use in the global arena. The thesis then moves on to its more substantial chapters which evaluate the this particular legal phenomenon; the third explores the justifications for plea bargaining through the theory of utilitarianism, examining its relevance in light of the interview responses, whilst the fourth is concerned with the objections to plea bargaining that are contained within the concept of the classical rule of law. Here, once more, the interviews undertaken with legal practitioners are used to challenge the theoretical assumptions put forward by such liberal thinking. Building even further on these responses, the fifth chapter argues for a consideration of plea bargaining as a form of legal imperialism. The thesis concludes with a critical reflection that draws on its analysis of the three models to offer some recommendations concerning the future use of plea bargaining within the context of international war crime tribunals.