CONTEMPORARY LEGAL TRANSPLANTS –
LEGAL FAMILIES AND THE DIFFUSION OF (CORPORATE) LAW
by Holger Spamann∗
∗ Executive Director of the Program on Corporate Governance and Terence M. Considine Fellow in Law &
Economics, Harvard Law School; firstname.lastname@example.org. The survey of legal materials in Part I.B of
this paper was completed in the summer of 2006 and reflects the law in force and the materials available at
that time. For very helpful comments, I wish to thank Brian Cheffins, Daniel Chen, Stavros Gadinis,
Martin Gelter, Yehonathan Givati, Bert Huang, Duncan Kennedy, Katerina Linos, Mark Ramseyer, Ivan
Reidel, Mark Roe, Mathias Siems, conference participants at Copenhagen Business School and Brigham
Young Law School, and students in Duncan Kennedy’s class on the Globalization of Law in Historical
Perspective. For financial support, I am grateful to the German Academic Exchange Service, the John M.
Olin Center for Law, Economics and Business at Harvard Law School, and the Program on Corporate
Governance at Harvard Law School. Lastly, I wish to express my appreciation to the Harvard Law Library
for maintaining an extraordinary international collection, without which a project like this would not be
possible, and to Martha Jenks for translating titles from Arabic.
Abstract: This paper empirically documents the continued importance of the legal
families (common law and civil law) for the diffusion of formal legal materials from the
core to the periphery, and some possible channels of diffusion, in post-colonial times.
This raises the possibility that substantive differences between countries of different
families around the world, such as those documented in the legal origins literature,
continue to be the result of separate diffusion processes rather than of intrinsic
differences between common and civil law.
Using the example of corporate and securities law, the paper documents the
frequent and often exclusive use of l