The Codification of Commercial Law

Abstract

Canada has traditionally been a borrower of laws. In the commercial law field, it borrowed the English codifications of negotiable instruments law and sales law during the late Victorian era. More recently it borrowed the United States Uniform Commercial Code codifications on personal property security law and securities transfer law. The problems associated with the Victorian codifications and with the modern codifications are different. The primary problem afflicting the Victorian commercial law codifications is that of statutory obsolescence. The primary problem with the modern codifications is that of non-uniformity. The paper examines the problem of statutory obsolescence and the problem of non-uniformity and identifies some ameliorating measures while recognizing that there will be a perpetual struggle against these two tendencies.

Keywords: commercial law, sales, negotiable instruments, PPSA, securities transfer, codification, statutory obsolescence, uniformity