kaal:claim:617681-035

Choosing another Member State's courts as the forum can silently strip substantive rights: if the forum state treats an unavailable remedy such as money damages as procedural and refuses to hear the claim, the charter has opted out of substantive law of the state of incorporation that ordinarily could not be waived.

Source quote, verbatim

If so, the corporate charter, by selecting Member State B as a forum opts out of an important part of the substantive corporate law of Member State A, even if Member State A ordinarily does not allow corporate charters to opt out of suits for money damages.

From

Christian Kirchner, Richard W. Painter, Wulf A. Kaal, Regulatory Competition in EU Corporate Law after Inspire Art Unbundling Delaware's Product for Euro (2004), E.II Adjudicating Corporate Law in Another Member State Forum, p. 40
https://ssrn.com/abstract=617681 · source PDF

Cite as

Christian Kirchner, Richard W. Painter, Wulf A. Kaal, Regulatory Competition in EU Corporate Law after Inspire Art Unbundling Delaware's Product for Euro (2004). SSRN: https://ssrn.com/abstract=617681

Holds when

Member States such as Germany that limit or deny money damages in internal affairs disputes

Classification

failuresupport: arguedfailure: forum-selection-as-covert-opt-outfamily: jurisdictional-conflictinstitutional-design

Verify

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