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The main objective of this thesis is to explore and describe the possibilities for legal operationalization of CSR in contract law, sales law and consumer sales law, marketing law and company law. A supplementary aim is to identify regulation on and illustrate the regulatory context of CSR. The illustration provides a background and a framework for the main objective of the study, as well as confirms the legal relevance of CSR. Legal operationalization of CSR requires that CSR is anchored in law and that there are mechanisms for enforcement available. In contract law, CSR is legally anchored when a CSR condition follows from a contract. In a Swedish sales law context, legal anchoring takes place when a buyer’s expectation regarding CSR is not met and this is considered a defect, fel. From a marketing law point of view, the possibilities to consider a CSR statement an unfair commercial practice are relevant. In a company law context, CSR is legally anchored when included in the articles of association, in an instruction from the general meeting or the board, in the board’s internal guidelines or in the remuneration guidelines of the company. In all, contract parties, shareholders and the board are “strong” legal subjects, in that they are able to proactively formulate and anchor CSR norms in law. In company law, the understanding of the company’s interest and purpose, as well as the business case for CSR and the understanding of profit create borders within which the company law operationalization of CSR functions. Sales law and marketing law offer retroactive tools to market actors. The possibilities to anchor CSR in marketing law are vast, whereas the applicability of the sales law rules to a large extent is dependent on the connection between the (failed) CSR expectation and the sold goods. The remedies in the explored areas of law typically do not protect the CSR interest in question directly.

The basis of any contract is the agreement of two or more parties. In traditional Swedish and English contract law theory, a contract is formed through the reciprocal exchange of an offer and a corresponding acceptance. Together, these declarations of will represent the common intent of the parties, which binds them to their respective contractual obligations and determines the contents of the contract. In the contemporary commercial sector, the use of standard forms (i.e., sets of terms that have not been individually negotiated) has become more prevalent. This has led to the rise of a particular legal issue, called the “battle of forms”: a situation where both parties refer to their own, conflicting, standard forms during the formation of contract, where after they proceed in fulfilling their contractual obligations. Consequently, the exchanged declarations of will lack conformity in these cases, and there is no discernible common will of the parties. In order to conclude that a contract has been formed, and to decide its contents, this conflict needs to be resolved. The traditional approach to resolving the issue of battle of forms in English law is to regard the last referenced standard terms in the contractual negotiations as an offer (or counter-offer), and the other party’s conduct as an acceptance. This approach largely corresponds with how the issue likely would be resolved according to traditional Swedish contract law principles. However, in the legal scientific environments of both Sweden and England, ideas and concepts of a modern contract law has developed. Included therein is the idea of taking a more flexible stance with regard to the formation of contract. When viewing the contractual relationship holistically, and partly liberated from the offer-acceptance approach, the battle of forms can be resolved by letting the court construe the different sets of terms together, and re-place conflicting terms with suitable substitutes by implication. These mod

When a contract is reversed the principal rule under Swedish law is that each performance is to be returned, i.e. the object of the contract should be returned in kind and any monies received repaid. This is the case following avoidance according to the Sales of Goods Act, invalidity according to the Contracts Act and for recovery in bankruptcy under the Bankruptcy Act. If, however, the object of the contract cannot be returned in kind the consequence is usually the payment of value compensation, or, in some cases, a prohibition of reversal. This study in law gives account for these, and other, consequences of reversal. The fundamental conflict of the study is between the actual object and the value it represents. How should value compensation be viewed – is it in fact a representation of the object itself meaning that any compensation has to cover a repurchase of the object and if so at what particular time? Or is value compensation a stand-alone issue? How does value compensation relate to unjust enrichment and damages? Could other ways to determine the amount of compensation be used? What is actually at stake when determining the value compensation? In this critical legal study of value compensation following a reversal of a contract, all of these questions are discussed.

The idea that a contract should affect other people than the parties has seemingly always been a provocative notion. A contract binds the contracting parties – and only them – together in a legal relationship, and yet according to contemporary law a contract can have various legal effects for third parties, i.e. non-parties. The parties can conclude a contract for the benefit of a third party, and third parties can be affected by the contracts of others pursuant to both statutory law and uncodified general principles of law. The legal theme of contractual third party effects involves both theoretical and practical challenges. This doctoral dissertation addresses a number of these challenges, by examining (mainly) Swedish and Nordic private law sources. The study explores third party contracts and direct claims, as well as the relationship between these two legal figures, by placing them in a historical and theoretical context and by performing a series of contextualizing readings of sources revealing developments in both case law and legal scholarship. The research is based on a legal scientific methodology, enriched by theoretical and methodological imports pillaged from the classical teachings and contemporary scholarship on rhetoric. The result can be characterized as a form of rhetorically infused, topically oriented, hermeneutic study of contemporary legal discourse on third party effects of contract.

The objective of this thesis paper is to investigate whether if smart contracts concluded on a blockchain are recognized as contracts under Swedish law. This is done by analyzing two fictional examples of concluded smart contracts. The study shows that smart contracts may indeed be recognized as contracts as they fulfill mechanisms for concluding contracts that are regulated in the Swedish Contracts Act, such as offer-acceptance. Smart contracts may also be concluded on mechanisms that are not directly regulated by the Contracts Act, these include tacit agreements and standard form of contracts. The objective also includes discussions regarding certain legal issues that are raised by the blockchain and smart contracts. For instance, what problems an immutable blockchain may pose for the possibility to recall an offer or acceptance stated in the Contracts Act. Another aspect that may also potentially prove troublesome is the smart contracts self-fulfillment. This is because they can facilitate the automatic fulfillment of contracts that are null and void due to the fact that they comprise illegal or immoral undertakings.

Presentation of own research project at the early career researchers' session at the ATRIP 37th Annual Congress.