King’s College London

Dickson Poon School of Law

COMMERCIAL LAW
6FFK013

Syllabus 2018/19

Lecturing Faculty:

Prof Djakhongir Saidov (module leader)

SW2.28 Somerset House East Wing
djakhongir.saidov@kcl.ac.uk

Prof. Catharine MacMillan

SW2.25 Somerset House East Wing
catharine.macmillan@kcl.ac.uk

Dr Megan Bowman
SW2.07 Somerset House East Wing
megan.bowman@kcl.ac.uk

Classes:

Lectures: Tuesdays 9am-11am S3.30 Strand Bldg

Tutorials commence in the second week of both semesters.

REQUIRED TEXTS
•   R. Goode, Commercial Law (Penguin, 5th ed., 2017)
•   I. Carr and M. Goldby, International Trade Law Statutes and Conventions 2013-2015
(Routledge, 3rd ed., 2013)

ADDITIONAL SOURCES (in library)

•   J.N. Adams and H. MacQueen, The Sale of Goods (Pearson Logman, 12th ed., 2010).
•   M.G. Bridge (ed), Benjamin's Sale of Goods (Sweet and Maxwell / Thomson Reuters, 9th ed.,
2014).
•   M.G. Bridge, The Sale of Goods (OUP, 3rd ed., 2014)
•   M.G. Bridge, The International Sale of Goods (OUP, 3rd ed., 2013).
•   MA Clarke, RJA Hooley, RJC Munday, LS Sealy, AM Tettenborn, PG Turner, Commercial
Law (OUP, 5th ed, 2017)
•   N. Enonchong, Independence Principle of Letters of Credit and Demand Guarantees (OUP,
2011).
•   S. Girvin, Carriage of Goods by Sea (OUP, 2nd ed., 2011)
•   J. Honnold (edited by H. Flechtner), Uniform Law for International Sales under the 1980
United Nations Convention (Wolters Kluwer, 4th ed., 2009).
•   P. Huber and A. Mullis, The CISG: A New Textbook for Students and Practitioners (Sellier,
2007).

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 •   F. Lorenzon (ed), C.I.F. and F.O.B. contracts (Sweet & Maxwell, 5th ed., 2012)
•   C. Murray, D. Holloway, D. Timson-Hunt, Schmitthoff: The Law and Practice of
International Trade (Sweet & Maxwell, 12th ed., 2012).
•   D. Saidov, The Law of Damages in International Sales: The CISG and other International
Instruments (Hart Publishing, 2008).
•   D. Saidov, Conformity of Goods and Documents – The Vienna Sales Convention (Hart
Publishing, 2015).
•   P. Schlechtriem and P. Butler, UN Law on International Sales: The UN Convention on the
International Sale of Goods (Springer 2009).
•   I. Schwenzer (ed), Schlechtriem and Schwenzer: Commentary on the UN Convention on the
International Sale of Goods: CISG (OUP, 4th ed to be published in 2016; currently in its 3rd
ed).
•   L.S. Sealy & R.J.A. Hooley, Commercial Law (OUP, 2016)
•   J. Wilson, Carriage of Goods by Seas (Pearson, 7th ed., 2010).

COURSE INTRODUCTION
Commercial law is that part of the law that is concerned with the rights and duties arising from the
provision of goods and services by way of trade. It covers commercial (not consumer) transactions in
which both parties deal with each other in the course of business. Commercial law is a pragmatic and
responsive area of law which seeks to facilitate legitimate commercial practices of the business
community. In this course we cover the sale of goods domestically and internationally, which includes
the financing of exports and the specific modality of carriage by sea.

LEARNING OUTCOMES

On successful completion of this unit, students are expected to be able to do the following:

1. Extract, critically evaluate, and apply the principles, rules and exceptions from primary legal
sources (case law and legislation);

2. Critically evaluate arguments and analysis from secondary legal sources (textbooks, articles and
other academic writings about Commercial Law);

3. Apply legal theory to professional cases;

4. Use fundamental research skills, critical analysis skills, and persuasive communication to study and
perform as a competent student of law; and

5. Demonstrate a commitment to professionalism through modelling professional behaviours, which

include meeting deadlines and communicating appropriately.

TEACHING & LEARNING STRATEGIES

Commercial Law is a year-long subject delivered in a 2 hour lecture and a 1 hour tutorial per week.
Students are expected to attend all lectures and tutorials. Students are also expected to participate
actively in class discussions and prepare each week by undertaking the required reading for lectures
and attempting the tutorial questions beforehand. 


Recorded lectures should not be used as a replacement for face to face lectures. There may be
occasions where the recording does not work, where material is protected by copyright, and/or where
interactive sessions in lecture (such as whiteboard work, small group discussion, Q&A) are not
captured in a recording.

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Lecture and tutorial notes are aides to learning only. They are not intended to be comprehensive
enough for assessment purposes; students must also do their own required readings and research.
ASSESSMENT

1.   Formative Assessment:

One piece of formative assessment is due per semester. This is to enable teaching staff to give
individual feedback about each students’ substantive knowledge. The aim of this task is to help
students improve their understanding and academic progress without contributing to their final mark.

2.   Summative Assessment:

100% Final Examination (Limited Open Book)

-   To be held during S2 examination period.

-   All topics covered are examinable.
-   Statutory materials only permitted in exam room.
-   The exam will comprise essay and problem-style questions as per tutorial format.

ASSESSMENT CRITERIA

-   Relevance - directly answer the question(s) asked.

-   Written expression: grammar, punctuation, clarity, non-discriminatory.
-   Extent and quality of primary sources (cases & legislation) and secondary sources (scholarly).
-   Accuracy of legal knowledge.
-   Coherence and logical flow of argument.
-   Originality.

NB: Assessment Fact Sheets are available on KEATS under ‘Assessment and Feedback’.

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 AUTUMN SEMESTER (S1) 2018-19

PROGRAM SUMMARY

Week Week beginning Lectures Tutorials

1 24 September Introduction to Commercial Law; No tutorials
Introduction to the Law of Sale of Goods

2 1 October Seller’s Obligations; Introductory concepts

Buyer’s Obligations
3 8 October Implied Terms Seller & Buyer
Obligations
4 15 October CIF Contracts Implied Terms

Formative assessment task released on

KEATS
5 22 October CIF Contracts, cont; Passage of Property
FOB Contracts.
29 October – 2 *READING WEEK
November
6 5 November CIF contracts, cont;
FOB contracts. CIF Contracts

*Formative assessment task DUE to law

office by 4pm Friday 9 November.
7 12 November Remedies Part 1 FOB Contracts

8 19 November Remedies Part 2 Remedies Part 1

9 26 November The CISG Part 1 Remedies Part 2
10 3 December The CISG Part 2 CISG Part 1
11 10 December Revision lecture for Semester 1 CISG Part 2

S1 teaching ends: 14 December 2017

S2 teaching commences: 14 January 2018

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S1 LECTURE PROGRAM

Week 1

Introduction to the Law of Sale of Goods: Statutory Concepts and Classifications

Required reading:
Atiyah and Adams: Chs 1-4

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Week 2

-   Seller’s Obligations: Delivery

-   Buyers’ Obligations: Payment and Acceptance
Required reading:
Atiyah and Adams: Chs 6-8, 11-12
OR Goode: Ch 10 


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Week 3

Implied Terms

Required reading:
Atiyah and Adams: Chs 5,9
OR Goode: Ch 11 


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Week 4
*Formative assessment task released on KEATS by 4pm Friday 20 October.

Passage of Property 


Required reading: 
Atiyah and Adams: Ch 13 


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Week 5

CIF Contracts 


Required reading:
Goode: pp.1042-1052 OR Schmitthoff: pp.32-52, 307-338

AND
Bridge, The International Sale of Goods: Ch. 4 OR Lorenzon: Chs 3-5; 7 

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READING WEEK
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Week 6
*Formative Assessment task DUE – submit to law office by 4pm Friday 9 November.

- CIF Contracts, cont. 


- FOB Contracts

Required reading: 

Goode: pp.1033-1041 OR
Schmitthoff: pp.19-31

AND
Bridge, The International Sale of Goods: Ch 3 OR Lorenzon: Chs 9-11 

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Week 7

Remedies (Part 1): Action for the Price, Rejection, Termination

Required reading: 

Bridge, The International Sale of Goods: 403-427, 427-463
Goode: 397-421, 433-440

Atiyah and Adams: pp. 417-422, 435-460 


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Week 8

Remedies (Part 2): Action for the Price, Rejection, Termination

Required reading: 

Bridge, The International Sale of Goods: 403-427, 427-463
Goode: 433-440 

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Week 9

The CISG: Scope of Application and Interpretation; The Seller’s (Conformity) Obligations 


Required reading: 

Huber and Mullis: pp. 1-68, 106-178 


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Week 10

The CISG: Remedies – Termination and Damages 


Required reading: 

Huber and Mullis: pp. 209-292 

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Week 11

Revision Lecture

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 SPRING SEMESTER (S2) 2018/19

PROGRAM SUMMARY

Week Week beginning Lectures Tutorials

1 14 January Introduction; No tutorials
Carriage of Goods by Sea
- Part 1: Common law implied terms in
carriage contracts
2 21 January Carriage of Goods by Sea Common law implied
- Part 2A: Voyage Charterparties terms
3 28 January Carriage of Goods by Sea: Voyage charterparties
- Part 2A cont.
- Part 2B: Time Charterparties
4 4 February Carriage of Goods by Sea Time charterparties
- Part 3: Bills of Lading
5 11 February Formative assessment task released on Bills of Lading
KEATS by 4pm Friday 16 February.

Carriage of Goods by Sea

- Part 4: Application of Hague-Visby
Rules
18-23 February *READING WEEK
6 25 February *Formative assessment task DUE to law Hague-Visby Rules
office by 4pm Friday 1 March.

Finance/Payments
- Introduction to Finance in Commerce
- Part 1: Bills of Exchange

7 4 March Finance/Payments Bills of Exchange

- Part 1 cont.
8 11 March Finance/Payments: Bills of Exchange,
- Part 2: Collections and Letters of Credit cont.

9 18 March Finance/Payments: Letters of Credit

- Part 2 cont.
- Part 3: Demand Guarantees
10 25 March Revision lecture for Semester 2 Demand Guarantees
30 March *EASTER HOLIDAYS begin

Exam Period: 29 April – 31 May 2019

Exam Period (deferred and re-sit): 5-17 August 2019

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 S2 LECTURE PROGRAM

Week 1

-   Introduction
-   Carriage of Goods by Sea Part 1: Common law implied terms in carriage contracts

Required reading:
Wilson: Chapters 1, 2

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Week 2

Carriage of Goods by Sea Part 2A: The Voyage charterparty

Required reading:
Wilson: Chapter 3; pp.38-45.

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Week 3

Carriage of Goods by Sea:

- Part 2A continued
- Part 2B: The Time charterparty

Required reading:
Wilson: Chapter 4

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Week 4

Carriage of Goods by Sea Part 3: Bills of Lading

Required reading:
Wilson: Chapter 5
Goode: pp1143-76

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Week 5
*Formative assessment task released on KEATS by 4pm Friday 16 February

Carriage of Goods by Sea Part 4: Application of Hague-Visby Rules

Required reading:
Wilson: Chapter 6
Goode: pp.1143-76

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READING WEEK: 20-26 February

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Week 6

*Formative Assessment task DUE – submit to law office by 4pm Friday 1 March.

Finance and Payment in International Trade Part 1: Bills of Exchange

-   Introduction to Finance in Commercial Law
-   Introduction to Bills of Exchange

Required reading:
Goode: pp3-25 and pp521-529
OR Sealy & Hooley: pp9-29 and pp530-46

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Week 7
Finance and Payment in International Trade
-   Bills of Exchange

Readings:
Goode: pp521-65
OR Sealy & Hooley: pp530-78

Recommended reading:
Schmitthoff: Chapters 9-10
Benjamin’s Sale of Goods: Chapter 22

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Week 8

Finance and Payment in International Trade Part 2: Letters of Credit

-   Collection
-   Letters of Credit (aka Documentary Credits)
-   Uniform Customs and Practice (UCP) 600 rules

Required reading:
Goode: pp.1053-1106.
OR Sealy & Hooley: pp.847-904

Recommended reading:
Schmitthoff: Chapter 11

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Week 9

Finance and Payment in International Trade:

- Part 2 cont.
- Part 3: Demand Guarantees

Required reading:
Goode: pp.1124-1142
OR Sealey & Hooley: pp.913-926

Recommended reading:
Benjamin’s Sale of Goods: Chapter 24.

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Week 10

Revision lecture for Semester 2 materials – revision questions will be posted on KEATS the
week prior.

This will be a revision class in seminar format so students will be expected to lead the
discussion based on their own preparation.

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