Choice of law in respect of agency relationships in the European Union and the United Arab Emirates

Agency contracts differ from other contracts since they involve a triangular relationship among three parties: a principal, an agent and a contractor. This relationship is further divided into an internal relationship between the principal and the agent and two external relationships, one between the principal and the contractor, and the other between the agent and the contractor. Differences between various laws exist both in the substantive rules and the choice of law rules applicable to these relationships. This thesis addresses these choice of law problems, with reference to English law, the Rome I Regulation, the Hague Convention 1978, and the UAE Civil Code. With respect to agency contracts in internal law, there are important differences in the substantive rules adopted by different legal systems, particularly between those of civilian law and common law. These differences, in turn, have concequences in private international law. Moreover differences between various laws exist also in the choice of law rules applicable to these relationships. Thus this thesis addresses these choice of law problems in respect of the three agency relationships, with reference to English law, the Rome I Regulation, the Hague Convention 1978, and the UAE Civil Code. Since the UAE legislation does not contain any provision specifically addressing the question of which law governs the agency relationships, and the Rome I Regulation has excluded from its scope the question of whether an agent is able to bind a principal, this thesis endeavours to identify the best solution to the various choice of law problems which may arise in connection with the three agency relationships. In the final chapter the solutions identified are embodied in a draft bill, designed to amend the UAE Civil Code, as well as a draft proposal to add provisions to the Rome I Regulation.