Any foreign economic activity requires a clear understanding of the legal framework within which it is carried out. The instrument for regulating the relationship of partners in international trade turnover is the appropriate legal system built on international and national sources.
The legal form mediating international commercial transactions is an international trade transaction.
According to article 154 of the Civil Code (CC) of the Republic of Belarus, transactions are recognized as actions of citizens and legal entities aimed at establishing, modifying or terminating civil rights and obligations, and in accordance with article 155, transactions can be two- or multilateral (contracts) and unilateral.
International trade transaction – a contract or agreement between two or more parties located in different countries for the supply of a specified amount of goods, services, results of intellectual activity in accordance with the terms agreed by the parties.
The most common way to formalize an international trade transaction is a contract or a contract concluded in the form of a single document that is signed by the parties to the transaction involved.
Neither the nationality of the parties nor the civil or trade status determines the international character of the transaction. The international nature of the transaction is determined by the location of the commercial enterprises of the partners: they must be located in different countries.
In different national legal systems, the affiliation of an enterprise to a particular state is determined differently (for example, in the Republic of Belarus, the USA – at the place of registration; in Italy – at the place of main activity of a legal entity; in France, Germany – at the location of the board of a legal entity).
The Institute of International Trade Transaction is a set of civil law norms regulating the procedure and forms of transactions concluded with a foreign partner, their content, the conditions for the validity of transactions, the legal consequences of their invalidity.
The sources of law for this institution are:
terms of agreements (contracts) with foreign partners; international agreements, rules and conventions for foreign partners from the countries participating in these agreements; the system of national applicable law; international trade customs and usages; judicial and arbitration practice, precedents in cases or ordinary business practice existing in this branch of international trade.
The foreign economic contracts applicable to the rights and obligations of the parties, the civil law norms contained in various bilateral and multilateral agreements, rules, conventions, do not establish mandatory prescriptions, which should correspond to the content of a particular contract. This allows the parties to freely formulate its conditions, taking into account the current administrative and legal regulation of foreign economic activity of counterparties (export-import, customs, currency, etc.).
For all matters not regulated by the text of the contract, the norms of the national applicable law, which is chosen by the parties (seller, buyer, neutral law of the 3rd country), will apply. In the absence of an agreement of the parties to the contract on the law to be applied in accordance with Article 1125 of the Civil Code of the Republic of Belarus, the law of the country where the party who is the seller in the contract of sale (the right of the seller’s country) has its principal place of activity shall apply to this contract.