https://jfel.sdil.ac.ir/ Financial and Economic Law Research en daily 1 Mon, 10 Mar 2025 00:00:00 +0330 Mon, 10 Mar 2025 00:00:00 +0330 https://jfel.sdil.ac.ir/article_213874.html ‘Multinational corporation’ is a challenging topic of the day which ignited a hot debate among legal writers, that, despite the prosperity it has for investee countries, has instigated grave concerns in the fields of environmental law, human rights, etc. The approach of countries in governance and control of this ilk of company through enactment has not constantly been identical, and this issue is the ancestor of disharmony in legal literature over how to accord with this company. Contemplating the European Union law, as a preeminent organization in the sphere of modern legislation and embodying countries with distinct legal systems encompassing civil law and common law, which has successfully attained an integrated and satisfactory legal system is worthwhile so as to cognize the approach of European legislators towards multinational companies. Though in the European Union, no explicit law for ‘multinational corporation’ has been ratified, this study attempts by scrutinizing the laws and regulations at diverse stages of this union to excerpt contents that correspond with the institution of ‘multinational corporation’ and to ascertain what viewpoint the European Union authorities have towards ‘multinational corporation’ and what are boundaries and framework that can be drawn for it through the compilation of various European regulations. Studying EU laws concerning the status of multinational corporations can be a great inspiration for our country's domestic legislation. https://jfel.sdil.ac.ir/article_221379.html Crime control policies and criminalization are affected by various factors, which in some cases do not necessarily follow public interests, and based on critical criminological research are formulated and implemented in order to secure the interests of ruling class. When faced with social, political and economic crises, governments use different strategies in response to public opinion, one of which is the use of crime control mechanisms in crisis management. This article examines the paradigm of governance through crime in Iran's criminal policy, focusing on economic crimes and disruption of the economic system. Governance through crime as an approach in which governments use criminalization, punishment, and criminal tools for social control, crisis management, and strengthening political legitimacy, has found several manifestations in Iran's criminal policy. In this regard special attention has been paid to the role of the media as a tool for legitimizing criminal policies, strengthening the security discourse, and influencing public opinion. This study, using the qualitative method and analysis of legislative, judicial and executive discourse, and analyzing interviews of policymakers and law enforcers in the field of macroeconomic crimes, shows that the widespread use of tools such as strict criminalization’s, severe punishments including execution, and the use of mechanisms Punishment to manage economic crises has led to a kind of authoritarian and irresponsible governance. At the same time, by exerting pressure on the private sector in the fight against economic corruption, these policies have had consequences such as weakening economic competition and reducing efficiency in the economic arena. https://jfel.sdil.ac.ir/article_218873.html The rapid proliferation and development of digital currencies in recent years have led to unprecedented popularity for this phenomenon. Cryptocurrency systems employ and are supported by a wide range of secure cryptographic programs to facilitate financial transactions. The nature of these computational operating systems and the scope of their applications raise significant legal issues.This study seeks to analyze cryptocurrency regulations across global jurisdictions and the status of recognition and supervision of this emerging technology worldwide. It aims to answer how governments approach the phenomenon of cryptocurrencies in national regulatory frameworks. Based on the research conducted, although existing laws and regulations in various legal systems address some of the needs in this area, the development and recognition of this phenomenon have led to the emergence of new issues in legal, regulatory, and public policy domains.The research methodology is descriptive-analytical, utilizing library resources to examine and analyze governmental approaches to cryptocurrency laws, providing comprehensive yet concise information. The findings indicate that while current laws and regulations address some of the needs in this area, they face significant limitations due to cryptocurrencies' decentralized and transnational nature. The ultimate conclusion is that without the development of specific and up-to-date laws and regulations that consider the technical aspects of this field, existing legal systems will inevitably regulate digital currencies like cryptocurrencies through the interpretation and application of current monetary and foreign exchange laws, which can lead to ambiguity, uncertainty, and obstacles to innovation. Therefore, this study emphasizes developing new and appropriate legal frameworks for cryptocurrencies. https://jfel.sdil.ac.ir/article_218225.html The emergence of distributed ledger technology and utility tokens has created significant developments in financial markets. However, these developments have also brought new challenges for consumers in this area. Lack of transparency, severe price volatility, and the risk of fraud are among the most important of these challenges. Therefore, the protection of consumer rights is considered a fundamental pillar in the sustainable and healthy development of any market, including the emerging market of utility tokens. Given the specific characteristics of these digital assets, including their cross-border nature, technical complexities, and potential for abuse, understanding consumer rights and the principles that justify the necessity of their legal protection, as well as adopting special measures to guarantee their rights, is essential. In this regard, the current research, using a descriptive-analytical approach and based on library resources, concludes that rights such as the right to access complete information, the right to security, the right to freedom of choice, the right to access a token with real value, the right to benefit from government support, and the right to benefit from protection against advertising and marketing are among the fundamental rights of consumers in this domain. Principles governing the legal system, such as ensuring public interest, public order, social justice, vulnerability, and shortcomings of the civil law system, further highlight the necessity of criminal protection of the aforementioned rights, and measures such as identifying a supervisory body, international cooperation, information transparency, segregation of activities and conflict of interest management, prohibition of profit distribution, and prohibition of charging redemption fees seem necessary to guarantee consumer rights. https://jfel.sdil.ac.ir/article_213586.html While technological advances such as the Internet and social media have improved human life in many ways, they have also created an environment in which digital criminals can thrive. The Internet not only allows these criminals to commit digital crimes such as digital money laundering, but also provides them with the possibility of erasing the proceeds of crime. In fact, money laundering is the processing of criminal proceeds to hide their illegal origin. Solutions to address the shortcomings of anti-money laundering mechanisms, along with suggestions on how to implement educational and supervisory approaches between two or more countries to strengthen the fight against digital money laundering can be provided. Therefore, the future of confronting and effectively prosecuting perpetrators of financial crimes is in the hands of countries that have international powers and significant legal capacities. Of course, these countries can promote substantial anti-money laundering standards and serve as an effective model for countries with weaker governance structures to emulate. Therefore, in order to purify their illegal income, money launderers need people or agents to facilitate this for them. However, in order to deal with such phenomena in the digital space as much as possible, while increasing the level of public awareness about digital money laundering, using new technologies such as artificial intelligence against cyber-laundering, the ratio of increasing the accurate mechanism of customer authentication and strengthening this in cooperation with the private sector He worked hard. https://jfel.sdil.ac.ir/article_217397.html Directors of commercial companies, are obliged to comply with fiduciary duties in the management of the company's affairs. One of the most important examples of compliance with the fiduciary duty is avoiding of conflicts of interest and non-profit of directors. One of the issues that the fiduciary duty is observed and the conflicts between the directors' personal interests and the company's interests are avoided is the prohibition of directors from taking personal advantage in positions, decisions and transactions related to the company. In English law, this duty is mentioned in Article 175 of the Companies Act of 2006. In Iranian law, there is no explicit reference to this issue in the Trade Law approved in 1311 and the Amendment Bill of the Trade Law approved in 1347. One of the initiatives of the legal bill of the Trade Law approved by the Islamic Council 1403 is that this issue is mentioned in paragraph 5 of article 598. Therefore, due to the importance of this issue, it will be examined in Iranian law along with a comparative study in English law. Finally, the conclusion reach that although this issue is explicitly mentioned in the new draft of the Iranian Trade Law approved in 1403, there are many gaps and legal defects in this regard, which are vital to investigate and fix. Therefore, the need to compile and enact comprehensive laws related to this duty and to eliminate gaps and legal deficiencies; especially considering the internationalization of commercial companies and the increase of cross-border exchanges, it is strongly felt. https://jfel.sdil.ac.ir/article_218483.html Economic crime has affected all social levels including the economic system and dealing with economic crime as a global concern has been a constant concern of agents and custodians of countries' criminal policies. Due to its complex nature and the influence of numerous political, economic and social factors and for this reason, it is of great importance. Dealing with economic crime has always been the concern of agents and those in charge of criminal policies in countries. Iran's criminal law in combating economic crimes from various aspects, including determining the concept, scope and legal examples of economic crime, meeting the conditions for the realization of economic crime, the possibility of issuing a temporary order in cases of economic crimes, the Jurisdiction of the courts and the passage of time of economic crimes, is facing with ambiguity, challenge and inefficiency. The current research, which is based on a descriptive-analytical library method, has dealt with the pathology of ambiguities and challenges in the field of economic crimes. The findings indicate that the legislator should while explaining and revising the concept, examples and scope of economic crime, determine the economic crime detection code and clear the legal ambiguities that have caused confusion in the judicial procedure; Therefore, with the aim of eliminating confusion in the judicial procedure, suggestions have been made to amend relevant legal articles in cases where the law has gaps or defects. https://jfel.sdil.ac.ir/article_225167.html The Iran Mercantile Exchange (IME), as a self-regulatory organization within the capital market, has provided an effective platform for financial market participants. In response to the needs of these participants, the IME has developed a variety of specialized markets. Among them, the Physical Market serves as a key venue for the trading of diverse commodities. In financial transactions, disputes between parties are inevitable. While dispute resolution mechanisms such as conciliation committees and arbitration tribunals are well-established and familiar within the Iranian capital market legal framework, the process of handling objections within the Clearing House of the Iran Mercantile Exchange has received limited scholarly and regulatory attention—despite the considerable volume of objections and the high financial stakes involved. Although objections are addressed in accordance with the provisions set forth in the Clearing and Settlement Instructions, the relevant rules are highly limited in scope. Not only are substantive issues largely overlooked, but there are also no detailed procedural regulations governing how such objections should be reviewed. This article, based on a descriptive-analytical approach and utilizing both library and field research, examines the procedural aspects of objection handling within the Iran Mercantile Exchange. It analyzes the relevant legal and regulatory framework, identifies existing procedural and regulatory gaps, and proposes practical solutions aimed at enhancing the effectiveness and fairness of the current system. https://jfel.sdil.ac.ir/article_224076.html Preventing the misuse of others' identities is one of the main concerns of the public and private sectors, especially in relation to terrorism, money laundering and financial crimes. This term is defined as the use of fake IDs, fraudulent documents or stolen identities in the commission of a crime. Identity abuse is broader than identity theft because identity fraud refers to the fraudulent use of any real or fictitious identity, while identity theft is limited to stealing the identity of a real person. However, there is no common definition of "identity theft" or "identity fraud" and it is not possible to study the real threat of this phenomenon. Therefore, it is necessary to define exactly what these terms mean. This article attempts to provide definitions for the concepts of "identity theft" and "identity fraud" and suggests the term "identity-related crimes" as a useful term. It is important to implement a research program, including a national system for classifying identity fraud and collecting data on identity fraud. The research method is an analysis based on scientific principles, laws and regulations, and comparative law studies. Data analysis reveals trends and patterns of criminal behavior that provide the basis for the development of prevention and detection methods and the dissemination of laws and regulations. https://jfel.sdil.ac.ir/article_218230.html The advancement of modern communication and information technologies has made electronic contracts an essential tool in contemporary transactions, playing a key role in transforming modern commerce. With features like speed, ease of use, and global accessibility, they have introduced new challenges in the area of civil liability. This paper examines the foundations of civil liability arising from breaches of electronic contracts, focusing on the theories of actual knowledge and implied knowledge.According to the theory of actual knowledge, the parties to the contract must genuinely be aware of its terms. Liability arises when one party, knowing the facts about the contract, breaches it. On the other hand, implied knowledge refers to an understanding of the contract’s content that, while not explicitly communicated, is expected by prevailing customs and laws governing electronic contracts. Even if one party is not explicitly informed of all details, the law assumes they possess an inherent awareness of its terms and conditions. Civil liability can thus arise from unjustified ignorance of these terms.This paper explores the impact of these theories on civil liability in electronic contracts, analyzing challenges like the distinction between actual and implied knowledge in virtual environments. It also investigates how liability is enforced in breach cases. The paper advocates for legal reforms to address emerging challenges and protect the rights of contracting parties in the digital environment. The goal is to align laws with evolving issues in civil liability and ensure fair treatment of parties involved in electronic contracts. https://jfel.sdil.ac.ir/article_197438.html Regulatory is used as one of the powers of governments to ensure the public interests of society and guide a part of an industry or a specific market. Therefore, regulatory as an effective approach for legislation and macro policy in the country's oil industry is very important. Because attracting foreign investment in the oil industry and creating a balance between the interests of host countries and foreign investors requires a legal framework. This article seeks to answer the question of which institution is responsible for regulatory in the oil industry and what are the regulatory models in the legal systems governing the oil industry and what are the advantages and disadvantages of each model. In order to find the answer, after explaining the competent regulatory authorities in the oil industry of the countries, including the Ministry of Oil or Energy, the National Oil Company and the Independent Regulatory Agency, the experience of different countries and the regulatory legal system governing Iran's oil industry and legal challenges of establishing an independent regulatory Agency in this industry were examined. https://jfel.sdil.ac.ir/article_225237.html Despite more than two centuries since the codification of commercial laws, legal systems have yet to establish clear and definitive criteria for identifying commercial acts. In other words, there is still no consensus on what constitutes a commercial act. Although legislators in various countries have provided lists of commercial acts, these have never been comprehensive or exclusive. As a result, the question of what qualifies as a commercial act remains unresolved. In practice, identifying commercial acts is essential, as it delineates the scope of application of commercial law and determines when commercial legal rules should apply. Moreover, in jurisdictions where specialized commercial courts are established, accurately identifying such acts helps define the courts’ jurisdiction more precisely. This study adopts a descriptive-analytical method and conducts a comparative analysis of the theories related to commercial acts in Iranian and French law. It further examines acts that are not considered commercial. Today, there is a general tendency to broaden the scope of commercial acts due to legal and fiscal considerations. However, it is important to note that in cases of uncertainty regarding the commercial nature of an act, the default assumption should be that the act is non-commercial. https://jfel.sdil.ac.ir/article_214365.html The inclusion of liquidated damages in contracts allows the obligee to claim the predetermined damages without needing to prove the occurrence or extent of loss, merely by demonstrating the breach of obligation by the obligor. In monetary obligations, unlike non-monetary obligations, determining the amount of liquidated damages as a guarantee for these obligations has consistently been a significant and contentious issue. Another challenge in this area is the scope of monetary obligations concerning cryptocurrencies.Some argue that obligations exceeding the declared inflation index are contrary to mandatory rules and thus invalid, while others view them as valid under Articles 10 and 230 of the Civil Code. Ultimately, with the issuance of Supreme Court Ruling No. 805 dated 16/10/1399, specifying liquidated damages in monetary obligations is deemed valid regardless of whether it exceeds officially declared price indices (inflation rates), provided it does not contradict mandatory laws and regulations, including monetary regulations. However, this ruling requires adjustment to prevent unreasonable and excessive liquidated damages due to conflicts with public order and good morals, as well as its unfairness.Additionally, this ruling pertains specifically to monetary obligations involving conventional currencies and does not extend to cryptocurrencies due to their non-recognition as payment instruments under Iranian law. This situation may change in the future with subsequent legislation or increased adoption of cryptocurrencies. https://jfel.sdil.ac.ir/article_224075.html Abstract: In the foreign exchange regulatory system of the Islamic Republic of Iran, the conceptual and structural distinction between “foreign exchange commitments” and “foreign exchange rate differentials” plays a critical role in ensuring regulatory transparency, improving the efficiency of currency allocation mechanisms, and protecting the rights of economic actors. Nevertheless, these two categories are often erroneously grouped under a single classification in executive practices and the circulars of the Central Bank, leading to a conflation of legal constructs, the imposition of undue liabilities on importers, and violations of the principle of legality in penalties.The purpose of this study is to analyze the legal, contractual, and supervisory dimensions of these two distinct constructs and to clarify their foundational differences within the framework of governing laws, banking regulations, cabinet resolutions, and quasi-judicial practices. This research employs a descriptive-analytical method, drawing upon documentary sources, regulatory instruments, and judgments issued by competent authorities. The findings indicate that exchange rate differentials are neither criminal in nature nor part of contractual foreign exchange obligations. Rather, they arise from state-level policy changes and should be treated as public fiscal claims subject to financial or civil jurisdiction—not as regulatory violations subject to punitive enforcement.Ultimately, the study recommends that the legislature and the Central Bank establish a distinct legal framework for handling such claims, avoiding their improper classification alongside foreign exchange commitments, and creating a clear structure for their resolution, settlement, and judicial review. https://jfel.sdil.ac.ir/article_224900.html In a general classification, a country’s economy can be divided into two sectors: legal and illegal. The basis for this division lies in the ability to formally record and report economic activities within a legal framework. The illegal economy encompasses a wide range of activities that are not recognized or approved by society, the judiciary, or government authorities. One of the pressing challenges many countries face today is the growing expansion of the illegal economy and its impact on overall economic performance. According to empirical studies, in some countries, the illegal economy may exert a positive effect on economic growth; however, in most cases, the impact is negative and detrimental. This study aims to evaluate the effects of the illegal economy on economic growth in selected Islamic countries. First, using the currency demand approach, the size of the illegal economy in each country is estimated. Then, by applying panel data analysis over the period 2000–2023, the relationship between the illegal economy and economic growth is examined. The findings indicate that an increase in the size of the illegal economy leads to a decrease in economic growth among the selected countries. Accordingly, it is recommended that these countries take measures such as combating illegal economic activities, implementing population control policies, promoting education and public awareness, and improving conditions to attract foreign investment. Such steps can help reduce corruption and unlawful practices, ultimately fostering stable and sustainable economic growth. https://jfel.sdil.ac.ir/article_224436.html With the expansion of digital banking and the emergence of neobanks, providing financial services to children has encountered numerous legal challenges. While these services can enhance financial literacy, promote a savings culture, and increase children's economic responsibility, the absence of clear legal frameworks may lead to financial abuse and violations of children's rights. This study, using a descriptive-analytical method, examines the restrictions on payment instruments and withdrawal limits for children in neobanks and analyzes the legitimacy of these regulations from the perspectives of civil law, jurisprudential principles, and public interest. In this regard, the 1978 Law on Opening Savings Accounts for Minors and the 2022 Central Bank Directive on Banking Services for Persons under Legal Disability have been reviewed. The findings indicate that these regulations are primarily mandatory in nature, aiming to protect children's financial interests and mitigate risks associated with improper financial management. The legal analysis of payment instruments and withdrawal limits suggests that imposing such restrictions is justified within jurisprudential and legal principles, including public interest and the protection of minors. Furthermore, the age-based classification for granting banking services to children is structured based on legal and jurisprudential criteria, such as the age of discretion. Additionally, any agreement between parents and banks to entirely remove these restrictions lacks validity and contradicts mandatory banking regulations. Ultimately, the study recommends the development of financial education programs for children and parents and the utilization of advanced monitoring technologies, such as artificial intelligence, to enhance financial awareness and enable intelligent oversight of children's banking transactions. https://jfel.sdil.ac.ir/article_228072.html Abstract:This study examines the challenges of directors filing lawsuits against commercial companies, with a focus on conflicts of interest. The objective of this research is to provide a detailed analysis of conflicts of interest in such litigation, identify their theoretical foundations, and propose legal solutions for their effective management. Employing a descriptive-analytical research method, relevant library and online resources were reviewed and evaluated. The findings reveal that conflicts of interest in lawsuits initiated by directors against companies undermine the fiduciary duties of loyalty, care, and good faith. Such conflicts may lead to the misuse of confidential information, organizational instability, litigation costs, and reputational damage to the company. In the Iranian legal system, scattered regulations exist to address conflicts of interest, but the absence of a comprehensive and unified framework complicates the management of this challenge. Common law and civil law systems have developed effective approaches by leveraging robust oversight mechanisms and transparency requirements. This study proposes that implementing preventive, supervisory, and judicial measures—such as mechanisms to restrict behavior, enhance oversight, and establish legal sanctions—can effectively manage directors' conflicts of interest, thereby sustainably balancing their personal interests with the collective interests of commercial companies. https://jfel.sdil.ac.ir/article_234239.html This study examines the role of the United Nations Commission on International Trade Law (UNCITRAL) in shaping the legal frameworks for cryptocurrencies and its impact on the international monetary system and global trade. The study's primary objective is to analyze how current legal frameworks address the challenges posed by the emergence of cryptocurrencies worldwide and their effects on the stability and efficiency of international financial and trade systems. The research method employed in this study is descriptive-analytical and based on a library review of scientific articles, international reports, and reputable legal documents, such as UNCITRAL texts. The study explores legal documents, international conventions, and relevant case studies concerning cryptocurrencies. The findings reveal that current legal frameworks are insufficient to cope with the rapid technological advancements in cryptocurrencies, and comprehensive international coordination and legal updates are necessary. UNCITRAL can play a key role in enhancing transparency, security, and efficiency in international transactions by establishing more coherent legal frameworks and standardizing regulations related to cryptocurrencies. Ultimately, these efforts would support the stability and integrity of the global monetary system. It is also suggested that the Model Law on International Credit Transfers (MLICT) be revised to align with modern financial technologies such as blockchain and cryptocurrencies, thus providing a more appropriate legal environment for digital trade. https://jfel.sdil.ac.ir/article_234245.html Crowdfunding as an innovative method of financing startups presents several legal challenges. This article, focusing on the legal dimensions of crowdfunding in Iran, analyzes the legal nature of crowdfunding agreements and examines whether they can be classified under existing nominate contracts or should be treated as innominate contracts. It also delineates the duties and liabilities of the crowdfunding platform (acting as an intermediary) toward investors and fundraisers. Mechanisms for protecting the rights of small (retail) investors under Iran’s current regulatory framework are evaluated and compared with regulatory approaches in the European Union and the United States. Furthermore, key legal challenges in the crowdfunding sphere, including personal data privacy concerns, the risk of fraud, potential misuse for money laundering, and the demands of financial regulation and oversight, are discussed. Conducted through a descriptive -analytical approach, this study ultimately emphasizes the necessity of establishing transparent and flexible legal frameworks that facilitate the growth of crowdfunding while safeguarding stakeholder rights and the integrity of financial markets. https://jfel.sdil.ac.ir/article_239284.html Aarious theories have been proposed regarding obligations in favor of third parties, including offer and acceptance, unauthorized management of another’s property, unilateral obligation, direct creation of a right, and realization of a right from a stipulation for the promisee granted to a third party. The nature of such obligations differs according to these views.This study examines the effect of terminating a contract containing an obligation in favor of a third party. The authors argue that the theory of realization of a right from a stipulation for the promisee, subsequently granted to a third party, provides the most suitable framework. This approach aligns with the parties’ intent and the principle of non-presumption.According to this view, a stipulation in favor of a third party is initially created through the principal contract for the promisee’s benefit, and the promisee then grants the right to the third party. The third party’s acceptance does not affect the stipulation’s formation. As this stipulation is a concession (ibaha), the third party cannot rescind the contract or return to the promisee. However, since the promisor has accepted an obligation, the third party—acting as the promisee’s successor—can compel the promisor to perform it.This perspective ensures clarity in understanding obligations in favor of third parties and emphasizes the binding effect on the promisor, while preserving the original intent of the contracting parties. https://jfel.sdil.ac.ir/article_242416.html Corruption has become one of the main obstacles to development and poverty reduction in developing countries since the 1990s, and the World Bank, as the largest development finance institution, has formulated more comprehensive strategies to combat it since the mid-1990s. The World Bank's approach is based on four main pillars: preventing corruption in Bank-financed projects, assisting countries in designing national anti-corruption programs, integrating transparency and good governance considerations into assistance strategies, and active participation in international initiatives. Despite successes such as the reform of procurement guidelines, the creation of the Institutional Integrity Department, and increased transparency in tenders, the World Bank's performance faces structural and institutional limitations. The Bank's non-political nature, its adherence to the neoliberal approach, and its failure to acknowledge its own role in the perpetuation of corruption have led to many of its proposed reforms remaining superficial and instrumental. The experiences of countries like Uganda, Nigeria, and Mozambique demonstrate that policies such as privatization, civil society empowerment, and the promotion of good governance can themselves lead to the reproduction of corruption networks in the absence of transparency and accountability. The article's analysis suggests that an effective fight against corruption requires a multi-dimensional approach that goes beyond administrative reforms to address power structures, political institutions, and social contexts in developing countries.