Early modern company law
The EU-funded PRIPAR (Early modern private partnerships and company law in the Meuse-Rhine region) project aimed to study its title subject. Additional purposes were to compare findings against the so-called myth of the 'lex mercatoria' (customary law merchant), and to explore the origins of early capitalism. Research involved two case studies examining commercial institutions in Maastricht and Liège. The team examined preserved notarial deeds from between 1651 and 1655, which respectively identified 9 and 16 partnership agreements for Maastricht and Liège. The analysis revealed practices both local to the Low Countries and seen throughout Europe. Conclusions were as follows. Partnership agreements were designed similarly throughout the region, despite considerable contractual freedom. Contractual clauses generally aimed to maximise profits and distribute earnings fairly. Certain other clauses were intended to guarantee the ongoing existence of the partnership. Only early mining contracts offered a more succinct exception. The study revealed local variation. While Antwerp residents preferred private partnerships for commercial purposes, Liège inhabitants mainly used notarised partnership agreements for mining and metallurgical activities. Maastricht business people favoured partnership agreements in relation to the exploitation of local taxes. Other local variations relating to liability and transferability were also evident. Results apparently disprove the concept of the customary law merchant: individuals who supposedly created a comprehensive set of rules favouring international trade. It now seems that in the Low Countries partner liability for others' obligations depended on the industry for which the company was created. Thus, local businesses seem to have operated under conditions less strict than the Antwerp city statutes of 1608. Instead, businesses were less bound by the rules of company definitions and composition in the early modern Low Countries. This led to the conclusion that the 'lex mercatoria' was not universal, as formerly believed. PRIPAR helped to revise our understanding of early modern company law. Such findings invite a rethink of today's rigid company categorisation.
Keywords
Early modern, customary law merchant, private partnerships, company law, lex mercatoria, merchant capitalism, Low Countries
