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This chapter explores alternative images of current and future world politics, which address the morality of the sovereign state and the ethics of statecraft. These claim that world politics has embarked on a course of fundamental transformation that renders the post-1945 international societas out of date or even obsolete. They see the rise of either a global universitas based on a hierarchy of values, or a retreat into a fractured world characterised by relativism. It is argued there is no convincing evidence that people around the world are giving up on the societas of states in the ways suggested by these alternative images.

This chapter explores the societas of states from the broader perspective of human conduct. It defends the moral and legal foundations of the global covenant: normative pluralism, political anti-paternalism, international law, and political virtue. It examines the evolutionary character of the societas of states, and discusses its historical staying power and future as a normative framework of world politics.

Between 1164 and 1167, most of the northern Italian city communes, but also smaller communities and some lords, coalesced into the Societas Lombardie, the Lombard League, frustrating the attempts of Holy Roman Emperor Frederick I Barbarossa to enhance his control over the Italian peninsula during one of the main clashes between empire and papacy. A very similar contest took place in the thirteenth century at the time of Emperor Frederick II. This monograph aims to provide the first broad assessment of the League, examining its structure, the transmission of its documentary sources and involvement in economic issues, its role in the resolution of disputes as well as the connection with regional identities, the role of lords and smaller communities in an association dominated by city communes, the activity of the League in military and diplomatic events, and its place in contemporary juridical and political thought.

The first section of this chapter describes the Veronese League, the group of city communes that first rose in rebellion against Emperor Frederick Barbarossa around LLQO, of which no documentation survives. However, a number of chronicles, usually contemporary with these events, describe its rise, offering varying points of view. The work of Cardinal Boso is the only source that gave a name to the rebellious alliance–Veronensium Societas–translated as ‘League of the Veronese March’. The second section describes the formation of the Lombard League from 1167 to 1183. It also deals with the Verona, Bergamo, and Piacenza, that is, respectively, a former member of the Veronese League, a former imperial supporter, and one of the cities that had been defeated by the emperor in 1162.

This chapter describes the structure of the Lombard League. The first section examines the set of rules and the government. On the whole, the structure of the League evolved over time, reaching maturity by the end of the 1160s with its only standing institution being the college of the rectors, who were closely associated with the governing bodies of its members, at least during the long contest with the empire. The dominating role of the city communes is well documented by the frequent description in the sources of the association as a concordia or societas civitatum, but the League also included other kinds of members, such as communities without the status of civitas and individuals. The second section looks into the role of loca, individuals, and lords. The last section describes the transmission of the documentary sources.

This chapter describes the conceptualization of the Lombard League. The first section depicts the League as a regional organization, and describes its identity. The second section discusses the legitimacy of the League and its conflict with the emperor. The two stages in the development of the League–the stage when it was simply a coniuratio and then its change into a corpus–recall the distinction between universitates that can only act through the medium of their physical members and those lacking this feature described by Bassianus. The continuator of the Morenas places this development, which coincided with the adoption of the official name Societas Lombardie and with the formation of the college of rectors of the League, around 1168. The latter event signalled the evolution of the League into an organization, that is, into a body with its own funding and defined rules and responsibilities for its leaders.

The efforts of Frederick I to enhance imperial authority in Italy and the creation of the Lombard League were two very different but related interventions in northern Italy by the middle of the twelfth century: the Lombard city communes rejected the intrusive reforms introduced by the emperor but the solidarity and co-operation sparked by the common threat went beyond the creation of a military alliance. Instead, a regional collective entity was developed, the Societas Lombardie. Apart from its leading role in events of momentous historical importance such as the conflicts between empire and papacy, the characteristics of the League were quite remarkable in themselves: as a regional organization it had no precedent in Italy and no contemporary competitor, apart from the related Tuscan League. The League declined and largely disappeared after 1220, to be restored in 1226, identifying with the Milanese regional power.

When Council Regulation (EC) No 2157/2001 on the Statute for a European Company (Societas Europaea, SE) became effective on 8 October 2004, it offered existing publicly traded companies, for the first time, a choice between competing company laws, namely the national law of the company's home state and the law of the supranational SE. Using an event study methodology, this chapter analyses a unique dataset of publicly traded firms that have announced to re-incorporate under the SE Regulation. The findings offer insights into how the market accepts the new European legal form.

Roman businessmen eager to launch a joint business venture could choose among three legal forms: the societas, the societas publicanorum, and the peculium of a commonly held slave. None of these forms led to large capital associations, let alone business corporations with publicly traded shares. The high level of instability is one of the key explanations: under Roman law, it was virtually impossible to commit capital for the long term and finance capital-intensive enterprises. The societas was inevitably liquidated following numerous dissolution events; its members could withdraw their money at any time; and private creditors were not barred from seizing common assets. The peculium was even more unstable: In addition to the dissolution events of the societas, the joint venture came to an end and all peculium items reverted back to the masters when the commonly held slave died. While the societas publicanorum developed into a more stable institution over time, during the same period, its business almost disappeared as state authorities stopped putting capital-intensive projects out to tender. How can a modern reader make sense of the picture that emerges from the sources? The present chapter suggests that reservations in the social and political setting, rather than economic factors or oddities of Roman legal doctrine, caused business associations to remain small. This is an important lesson from history, both for the theory of the firm and for the role that law plays in it.

This chapter deals with the fourth of the consensual contracts, societas or partnership. Societas is not based primarily on an antagonism of interests, its essence is the polling of resources such as money, property, or labour for a common purpose. The first section looks at partnership based on the Roman law. The second section looks at societas from Justianian, ius commune, and traces its history up to modern developments.

This chapter examines the internal economic organization of the peculium servi communis—that is, of separate business assets assigned to a slave—and its (external) relationships with creditors. Literary, legal, and epigraphic evidence points predominantly to businesses of small or medium size, suggesting that there must have been some constraints to growth. We identify both agency problems arising within the business organization (governance problems) and agency problems arising between the business organization and its creditors (limited access to credit). We suggest that, although the praetorian remedies had a remarkable mitigating effect, agency problems operated as a constraint to the expansion of these business organizations, both in terms of the number of individuals involved and in terms of the amount of capital invested.

This chapter analyzes ancient Rome’s law of business entities from the perspective of asset partitioning, the delimiting of creditor collection rights based on the distinction between business assets and personal assets. Asset partitioning, which is an essential legal attribute of modern business forms such as the partnership and the business corporation, reduces borrowing costs by simplifying credit-risk assessment and expediting insolvency proceedings. The chapter finds that ancient Roman business arrangements, such as the societas and the slave-run business endowed by the slaveowner with a peculium, did not give business creditors the first claim to business assets, making these forms of organization non-entities according to the criterion of asset partitioning. It appears that the only true legal entity used to form profit-seeking firms was the societas publicanorum, which roughly resembled the modern limited partnership. But use of that form was generally confined to firms that provided public services under contract with the state. Moreover, the societas publicanorum was essentially a creature of the Republic, and was largely abandoned during the Empire. Although Rome had a complex economy and sophisticated commercial law, and was familiar with most of the types of asset partitioning seen in modern legal systems, it ultimately failed to develop legal entities for general use in commerce. Apparent reasons include the Roman aristocracy’s disparagement of commerce, the emperors’ wariness of strong organizations outside the state, and the society’s continuing reliance on the family—a durable and complex legal entity in its own right—to handle many commercial needs.

This chapter examines the category of ‘consensual’ contracts (i.e. contracts concluded by agreement alone) and the four individual contracts within it: sale, hire, partnership and mandate. Particular attention is paid to emptio-venditio, in particular questions relating to risk and the passing of ownership.

This chapter proposes a genealogy of politics that identifies a broader and stricter meaning of the term imaginal. In particular, it examines ruptures in the genealogy of politics, the first of which occurs with the invention of the term politics itself. The more abstract terms used by the Greeks to indicate what we would call politics were expressions such as politike techne, which denotes the art of leading political affairs, and ta politika, the plural substantivized adjective literally meaning “the things concerning the polis.” Both expressions refer to the sphere of the polis, or city-state. The substantive polis was rendered by the Romans as both civitas and societas. The word politica comes into modern Latin through Wilhelm von Moerbeke's translation of Aristotle's Politics. This chapter also considers the appearance of the term biopolitics alongside the political.

This chapter deals with the remaining three consensual contracts: lease/hire (locatio conductio); partnership (societas); and mandate (mandatum). While each contract has its own specific rules that are explored in some detail, the contracts have one major problem that is less acute in the case of sale: they are performed over time, and so raise difficulties if one party’s performance is delayed or deficient. The chapter examines how the problem was confronted in various contexts: the lease of dwellings and farms, of movables, and of slaves; construction contracts; partnerships for various purposes; and mandate, which gradually evolves from a gratuitous contract into a commercially more useful form.

The chapter examines the exploitation of the sea, coastal lagoons, and lakes, particularly in respect to large- and medium-scale fishing and fish processing. The first part focuses on the mechanisms by which landowners, social elites, and collective entities such as sanctuaries situated in favourable geographic locations tried to secure the exploitation of natural resources. Case studies of disputes involving a town (Histria) and a sanctuary (Artemision in Ephesus) illustrate the strategies used to protect the rights to the exploitation of nearby lagoons against claims by the publicani. The second half of the chapter turns to the question of capital availability, ownership, and organization in large- and medium-scale fishing operations. It argues that voluntary collectives (societates, collegia) offered an important solution to the problem of capital availability, since they allowed individuals to pool resources and, through patronage, to widen their social networks.

This chapter argues that markets are cultural sites, nowhere more so than with the euro and the single market project. After briefly outlining their historical development, the various symbols and practices intrinsic to these projects are highlighted. The chapter describes how, aside from their important material effects, the euro and the single market create an “imaginary Europe” for citizens through social processes of labeling, mapping, and narrating, for example with the iconography of the euro or the creation of the “SE” or Societas Europaea category for European firms. As with the historical experience of nation-states, these processes work to legitimate a significant transfer of sovereignty, although they do so using strategies of localizing and deracinating Europe in an attempt to make the EU’s market activities seem less politically contestable.

Member schemes implemented pursuant to Part 26 of the Companies Act 2006 can be used to effect a wide variety of compromises and arrangements between a company and its shareholders. As described in Chapter 1, examples of these arrangements include: (i) the takeover of that company; (ii) a demerger of, or involving, that company; (iii) the addition of a new holding company above that company (often used to effect a corporate redomiciliation of the company’s group or to help facilitate making a capital reduction); (iv) a return of capital to shareholders of that company; (v) the removal of minority shareholders of that company; and (vi) group reorganisations combining one or more elements of (ii) to (v).

Where the proceedings referred to in this paragraph may be commenced in situations where there is only a likelihood of insolvency, their purpose shall be to avoid the debtor’s insolvency or the cessation of the debtor’s business activities.

Serious misconduct, or breaches of duty by a company or its directors affecting the company’s relationships with members of the public, may trigger an investigation by the Secretary of State into the manner in which the company’s business has been conducted, or even the appointment of inspectors and publication of a formal report. In an appropriate case, the Secretary of State or a regulatory authority may petition the court to wind the company up on the basis that it is ‘just and equitable’ to do so in the public interest. Such a liquidation need not be predicated on insolvency. A winding-up order terminates the directors’ powers of management and is the logical response to misconduct or mismanagement by directors which is revealed by an inspector’s report.