With 88 Contracting States[1], the Convention on International Interests in Mobile Equipment (the “Cape Town Convention”) is one of the most successful international commercial law treaties in history. Adopted in 2001, the Cape Town Convention has created an international legal framework regulating secured interests (including leases) in specific categories of high-value, mobile and uniquely identifiable equipment. The Convention provides uniform rules on creating international interests, registration, priority and remedies. A robust understanding of the Cape Town Convention is essential for all those interested in practicing international finance law and international commercial law.
Mandatory reading: Cape Town Convention; Video: Overview of the Cape Town Convention
Adopted alongside the Cape Town Convention in 2001, with 85 Contracting States [2] the Aircraft Protocol has successfully extended the operation of the Cape Town Convention to the Aviation sector. Under the Aircraft Protocol, more than 1.6 million interests in aircraft have been registered in the international registry, covering collateral worth over $650 billion USD. By adapting the rules of the Cape Town Convention to the aviation sector, the Aircraft Protocol has been an essential instrument that has lowered the cost of credit for airlines located in Contracting States.
Mandatory reading: Aircraft Protocol
The Luxembourg Rail Protocol extends the benefits of the Cape Town Convention legal regime to financing rail rolling stock (from high-speed to freight trains to commuters and more miniature carriages, such as trams and metros). It creates an international system of recognition for, and priorities of, the rights of financiers secured by railway rolling stock. By leveraging the strengths of the Cape Town Convention System, significant reductions in rail financing costs will be achieved, thereby promoting sustainable investment objectives and facilitating capital inflows. Its adoption will also enhance (urban and extra-urban) transportation of people and freight, including cross-border, through railway, thereby squarely meeting many of the global sustainable agenda of the United Nations. The Protocol entered into force in March 2024 with 6 Contracting States and the EU for the matters of its competence, and has therefore become a reality for financing in the rail sector. Because of the expected benefits of its application, it has gained the support of crucial UN regional agencies and other intergovernmental organisations and bodies committed to fostering sustainable growth, including the UN Economic Commission for Africa (UN ECA), the Programme for Infrastructure Development in Africa (PIDA), the African Union, and the European Union.
Mandatory readings: Luxemburg Protocol
The Space Protocol to the Cape Town Convention extends the benefits of the Cape Town Convention to the space sector. It represents the coordinated efforts of Governments and the commercial space industry to render asset-based financing more accessible to the space sector. The adoption and implementation of the Space Protocol will result in increased transparency and predictability for financiers, thereby making financing more widely available to a significant number of players in the commercial space industry. Such an instrument will help bring much-needed financial resources to the NewSpace community, namely those small start-up companies that have emerged as a result of the booming of the commercial space industry.
Mandatory readings: Space Protocol; Video: Overview Space Protocol
The MAC Protocol to the Cape Town Convention was adopted in Pretoria in November 2019 and is UNIDROIT’s most recent instrument. As a result of 14 years of negotiations, the MAC Protocol is the most innovative and ambitious extension of the Cape Town Convention to date. While broadly consistent with the other Protocols to the Cape Town Convention, the MAC Protocol contains several adaptations, including special provisions regulating inventory and immovable property and a unique approach to defining its scope which relies on the Harmonized Commodity Description and Coding System. The MAC Protocol is predicted to have a positive impact of $23 billion on GDP in developing countries and $7 billion in developed countries, for a total impact on GDP equivalent to $30 billion annually. From a development perspective, the MAC Protocol might be one of the commercial law instruments with more potential to improve economic growth, food security and infrastructure.
Mandatory reading: MAC Protocol
In 2020, UNIDROIT in partnership with the United Nations Commission on International Trade Law (UNCITRAL) started a joint project to develop a Model Law on Warehouse Receipts. Warehouse receipts are documents – in paper or electronic form – issued by warehouse operators that state the ownership of a commodity and may be traded or used as collateral to obtain credit. This instrument, which was jointly adopted by UNCITRAL and UNIDROIT in 2024, together with its Guide to Enactment, drastically enhances the possibility, especially for small businesses in the agricultural sector, to access finance. A supportive legal framework is widely regarded as a prerequisite for a well-functioning warehouse receipt system. UNIDROIT/UNCITRAL Model Law consists of a set of black letter rules and is conceived as a standalone instrument for adoption by States seeking to reform their national legislation. Significantly, the Model Law contemplates the issuance and transfer of electronic warehouse receipts, including through electronic platforms and distributed ledger technology systems, allowing stakeholders to seize the opportunities offered by new technologies.
Mandatory reading: Model Law on Warehouse Receipts
Factoring is a vitally important type of financing used across the globe. In 2024, global factoring volume reached 3.8 trillion euros. Despite the growing importance of factoring, no intergovernmental organisation has adopted so far a factoring model law to assist States in undertaking reforms to improve their domestic legal frameworks. The UNIDROIT Model Law on Factoring, adopted in 2024, addresses this lacuna. Participants will be introduced to the core provisions of the draft instrument, with an emphasis on its complementarity with other international instruments providing models for secured transactions laws. A Guide to Enactment accompanying the Model Law will be available as of summer 2025.
Mandatory reading: Model Law on Factoring – Guide to Enactment
The UNIDROIT Principles of International Commercial Contracts (UPICC), first published in 1994 and now in their 4th edition (2016), are an international, non-binding codification or “restatement” providing a set of uniform principles and rules, accompanied by explanatory comments and illustrations, covering virtually all the most relevant topics in general contract and obligation law. They are the result of decades of extensive comparative law work conducted by eminent experts from all continents and provide neutral and balanced solutions adapted to the special needs of contemporary international business practice. The UPICC has gained significant recognition in academic debate, has significantly influenced national and supranational legislators and has been used in practice in a variety of manners, including as the law governing contracts, by incorporation in specific contract covenants or as a reference in several arbitral awards and court decisions issued around the world. The analysis of the UPICC will enable participants to consider the most relevant contract law issues from an international perspective and to reflect on how to draft balanced and predictable international contracts and provide for efficient dispute resolution mechanisms.
Mandatory reading: UNIDROIT Principles of International Commercial Contracts
The Model Clauses for using the UNIDROIT Principles of International Commercial Contracts have been elaborated to give parties to international commercial contracts a range of options to make the most appropriate use of the UPICC, in accordance with their needs and with the specific circumstances of the case. At the same time, their goal is also to raise awareness of the possible manners the UPICC may be used in international contracting and dispute resolution.
Mandatory reading: Model Clauses for the Use of the UNIDROIT Principles of International Commercial Contracts
Building on the UNIDROIT Principles of International Commercial Contracts, the UNIDROIT and the International Chamber of Commerce (ICC) Joint Project on the UPICC and International Investment Contracts is developing an instrument providing guidance on contracts between States – or State entities – and private foreign investors. The Joint Project has the potential to modernise and harmonise principles and rules in the area of foreign investment through contractual means, particularly by balancing updated and predictable protection standards for foreign investors with sustainability standards and investors’ obligations in areas of public concern.
Mandatory reading: The UPICC and International Investment Contracts
In 2015, UNIDROIT, the Food and Agriculture Organization of the United Nations (FAO) and the International Fund for Agricultural Development (IFAD) adopted the UNIDROIT/FAO/IFAD Legal Guide on Contract Farming. Contract farming is a risk management tool based on an agreement between producers and buyers. Its core element is an agricultural production contract between the parties who agree in advance on the terms and conditions of production (and marketing) of agricultural products. The Legal Guide on Contract Farming intends to promote good practices between farmers and buyers of agricultural commodities by enhancing knowledge and awareness of the legal regime applicable to contract farming operations. It offers guidance on the contractual relationship between agricultural producers and buyers from negotiation to conclusion, including performance and possible breach or termination of contract. The Guide is a useful tool for various stakeholders involved in contract farming practice, policy-making, law reform, and capacity-building.
Mandatory reading: Legal Guide on Contract Farming
UNIDROIT developed, in collaboration with the International Fund for Agricultural Development (IFAD), the Legal Guide on Agricultural Land Investment Contracts (ALIC). The ALIC Guide provides innovative contract guidance in this area by operationalising several international principles and standards for promoting responsible agricultural investment. The ALIC Legal Guide may be used by a broad range of legal actors when developing contracts, domestic policies, regulatory frameworks, and corporate social responsibility programmes. It may also support capacity development and raise awareness among legitimate tenure right-holders and local communities about the scope and reach of their rights.
Mandatory reading: Legal Guide on Agricultural Land Investment Contracts
This UNIDROIT/FAO/IFAD project aims at developing guidance on “collaborative legal forms” that support smallholders and agri-SMEs to enhance sustainable agricultural development in supply chains and contribute to the transformation of agri-food systems by: (i) increasing efficiency; (ii) access to market and finance; (iii) exploring innovation opportunities offered by digitalisation; and (iv) addressing power imbalances and remedies for unfair commercial practices. The challenges faced by the agri-food supply chain leaders are also considered. The project mainly addresses the challenges faced by actors operating in the midstream segment of the agri-food supply chain, beyond the production stage, in low- and middle-income countries. The project focuses on three categories of “collaborative legal forms”: multiparty contracts, cooperatives and corporations, but it will also explore the impact of digital platforms and other technologies on cooperation between enterprises.
Mandatory reading: Collaborative Legal Structures for Agricultural Enterprises
In 2023, UNIDROIT approved its first instrument in the area of law & technology: the Principles on Digital Assets and Private Law (PDAPL). The PDAPL provide legislative guidance related to the legal nature, transfer and use of digital assets. The instrument includes a legal taxonomy of digital assets and a set of principles focusing on proprietary interests as well as issues such as secured transactions, applicable law in cross-border transactions, insolvency, and the legal position of intermediaries.
Mandatory reading: Principles on Digital Assets and Private Law
The on-going Project on the Legal Nature of Verified Carbon Credits (VCC) aims to provide guidance on private law issues so as to enhance confidence in VCC transactions and support the development of a well-functioning market which could contribute to fighting climate change and achieving the UN Sustainable Development Goals. Given that a significant share of the projects that generate VCCs are located in developing economies, a reliable carbon credit market would also provide an opportunity to increase capital flow to emerging markets and provide funding to climate mitigation projects.
Mandatory reading: Verified Carbon Credits
UNIDROIT has extensively worked in the area of civil procedure. Adopted by the American Law Institute (ALI) and UNIDROIT, the ALI-UNIDROIT Principles have been developed to reconcile the differences among national legal systems of civil procedure and facilitate transnational litigation, promoting due process. The most recent European Law Institute (ELI)-UNIDROIT Model Rules of European Civil Procedure, published in 2020, constitute a regional implementation of the ALI-UNIDROIT Principles and offer detailed guidance for further development of civil procedure in Europe and beyond. UNIDROIT’s instrument in this area offers the opportunity to discuss key issues of procedural law from an international perspective.
The on-going Project on Best Practices for Effective Enforcement stems from the recognition of the vital importance of developing a modern legal framework enabling the effective execution of creditors’ claims as a precondition to improve access to credit, increase trade and investment, and the overall economic development and sustainable growth. Effective enforcement is also an integral element of full access to justice. However, many jurisdictions in the world face several challenges in this area, including the excessive length and costs of procedures, a limited role of party autonomy, the malfunctioning or absence of extra-judicial remedies, and lack of transparency. Moreover, additional challenges are created by the impact of new technologies, including new categories of assets (e.g., digital assets). The Project aims to provide national legislators and other policy-makers with global standards and best practices, going beyond existing international instruments, designed to improve the domestic normative framework applicable to enforcement.
Mandatory readings: ALI / UNIDROIT Principles of Transnational Civil Procedure; ELI/UNIDROIT Rules; Project on Best Practices for Effective Enforcement
The 1995 UNIDROIT Convention has been elaborated to overcome the difficulties faced by States in seeking restitution of stolen or illegally exported cultural objects due to the differences in national legislations. The Convention addresses the repatriation of illegally traded cultural objects by establishing common, minimal legal rules as regards the obligations and procedures of restitution and return of cultural objects between Contracting States.
The UNESCO-UNIDROIT 2012 Model Provisions on State Ownership of Undiscovered Cultural Objects aim to facilitate the application of the 1995 UNIDROIT Convention. The instrument is intended to assist domestic legislative bodies in the establishment of a legislative framework for heritage protection and to adopt effective legislation for the establishment and recognition of the State’s ownership of undiscovered cultural objects with a view, inter alia, to facilitating restitution in case of unlawful removal.
Mandatory readings: 1995 UNIDROIT Convention on Stolen or Illegally Exported Cultural Objects;
Model Provisions on State Ownership of Undiscovered Cultural Objects
[1] As of April 2025
[2] As of April 2025
Last updated: 16 April 2025.