Mitu Gulati

Investigating the Contract Production Process

Choi, Stephen J.; Scott, Robert E.
Capital Markets Law Journal


Contract law and theory have traditionally paid little attention to the processes by which contracts are made. Instead, contracts among sophisticated parties are assumed to be full articulations of the desires of the parties; whatever the process, the outcome is the same. This article compares sovereign debt contracts from US and UK firms, with different production processes, that are trying to do the same thing under very similar legal regimes. We find that that the production process likely matters quite a bit to the final form that contracts take.


Stephen J. Choi, G. Mitu Gulati & Robert E. Scott, Investigating the Contract Production Process, Capital Markets Law Journal (2021).

More in This Category