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2014 Max Kade Professor William P. Johnson

William P. Johnson was chosen as the 2014 Max Kade Visiting Professor at Bucerius Law School, where he will be teaching a course entitled: “Doing Business in Emerging Markets”. Professor Johnson is an associate professor at the St. Louis University School of Law, where he serves as Director of the Center for International and Comparative Law and the Director for the Summer Law Program in Madrid. Below is an interview held between Professor Johnson and American Friends of Bucerius’ Jon Meyer.

Prior to being a law professor, you spent six years practicing private and commercial law at Foley & Lardner, LLP. What made you want to switch to teaching?

I thoroughly enjoyed the practice of law. I had great colleagues and terrific clients. If I were still practicing law, I’m sure that I would be very happy. But as much as I enjoyed the practice of law, I enjoy being a law professor even more. As a full-time member of a law faculty, I split my time between teaching and conducting research and writing, and I love both aspects.

One of the reasons I enjoy teaching so much is that I love to learn and I enjoy the process of discovery, and teaching is really just another form of learning and discovering together with your students. The university setting is an environment that values and promotes knowledge and inquiry, and those are values that I share. It’s a tremendous privilege to have the opportunity to teach subjects I find compelling and to conduct research into questions I find interesting and worthwhile. It’s also advantageous to have law practice experience that I can draw upon for both my teaching and my research.

Since becoming a professor, you have remained active in the American Bar Association (ABA), holding various leadership positions. Can you elaborate on your work with them?

I am active in the ABA Section of International Law, which has approximately 22,000 members in both the United States and more than 90 countries around the world. The ABA Section of International Law brings together lawyers, bar leaders, law professors and judges from all over the world who have an interest in international law or international practice. I have been involved in the ABA Section of International Law since I was in law practice and have been an active leader in the Section for six years.

The most important thing that the ABA Section of International Law does is that it allows me to connect in meaningful ways with high-level practicing lawyers from all over the world. I believe that each of us is at our best when we’re listening to and reflecting on the perspectives of others. By actively participating in the ABA Section of International Law, I get the chance to listen to and learn from lawyers and bar leaders from civil law jurisdictions, state-run economies, developing markets, and so on. I have gotten to know seasoned practitioners very well who practice in Germany, Peru, Argentina, Brazil, Ireland, Northern Ireland, Norway, France, Spain, India, China, and other states. This has made me a better law professor, and it has enriched my life.

Participation in the ABA Section of International Law also gives me the opportunity to volunteer. I have participated in planning committees, chaired substantive committees, reviewed program proposals, and helped to bring law practitioners and legal academics together for interesting discussions. Lawyers, like other professionals, are called upon to volunteer and to give of their time and talents, and the ABA Section of International Law is a good venue for my volunteer service activities.

Your studies have focused on transnational law and issues surrounding competing bodies of law governing international commercial transactions. In your opinion, what are some of the major challenges today?

The challenges that businesses face today are vast and quite varied, depending on the industry and the geographic location of the particular business, among other things. The automotive industry in the United States faces a very different environment from the agricultural industry in Ukraine, for example. One of the major challenges that international business lawyers face is recognizing and navigating the wide-ranging issues that arise based on the distinctive industries their clients operate in and the different jurisdictions where they do business.

However, one common challenge that businesses face across industries and geographic locations today is the uncertainty and lack of uniformity presented by transacting business in different legal systems. The regulations that apply to electrical and electronic equipment in the European Union are very different from the regulations that apply in the United States; the competition law regime that applies to distribution networks throughout Latin America is very different from the approach taken in certain jurisdictions in East Asia; and so on. That makes it inadvisable for businesses to adopt a one-size-fits-all business model when engaging in business transactions across borders. And that’s what makes thoughtful, competent business lawyers so valuable to their business clients who engage in cross-border transactions.

Your current research centers on the importance of Brazil’s accession to the United Nations Convention on Contracts for the International Sale of Goods (CISG). Why is Brazil crucial to the CISG, and what does this mean for the other countries involved?

The CISG is an international sales law treaty that is designed to offer a common legal framework governing cross-border sales transactions, so that when contracting parties buy and sell goods across national borders, there is a uniform set of rules to govern their transactions, no matter where they are located or who the counter-party is. This should help reduce uncertainty created by different domestic legal systems, and reduce transaction costs associated with learning about and navigating different domestic bodies of sales law. But it will only work if states adopt the CISG and becomes part of the state’s law.

Any new accession to the CISG is helpful in the sense that it will expand the number of international sales transactions under the treaty. Brazil’s accession is especially interesting for a couple of reasons. One is the size of the Brazilian economy and its significance for cross-border trade in goods as a general matter. But Brazil is important to the CISG for another reason. Not only is Brazil a large economy, it is a large and growing economy that is not in Western Europe or North America. The CISG was not the first attempt by the international community to develop a common framework for businesses engaging in cross-border sales transactions. The earlier attempts largely failed, in part because there was an absence of participation by states outside Western Europe – especially in Africa, Asia and Latin America. The CISG, on the other hand, has slowly gained traction in jurisdictions located in regions around the world.

Brazil was one of the final major world trading states that had not yet become a party to the CISG. With Brazil’s accession, a significant volume of cross-border trade in goods will now be subject to the CISG that previously would not have been. In addition, Brazil’s accession gives the CISG additional legitimacy as a body of international sales law that is relevant for Latin America and for developing economies. This is one significant step toward increased harmonization in the region, and will pave the way for other states in the region to follow. In fact, Guyana just acceded to the CISG in September.

You have been a guest professor at both the Bucerius Law School in Hamburg, and the Vytautas Magnus University in Kaunas, Lithuania. Could speak a little to the value of international teaching (and learning) in the legal sector?

In my view, it is critically important for lawyers today to have a good understanding of different legal systems because clients today operate in a complex, highly-connected global environment where they routinely encounter different legal systems. This is certainly true for business lawyers’ clients and, therefore, for the practice of business law, but it’s also true for virtually any practice area today. The ability of people, things and information to move so rapidly and effortlessly around the world has globalized family law practice, criminal practice, health law practice, and so on. In order to navigate this new environment, lawyers can no longer afford to take a parochial, inward-looking approach to their client’s challenges.

My research is focused on offering solutions to challenges that arise because of the globalized nature of trade and commerce, and my teaching is focused on preparing students who will advise clients engaging in cross-border business transactions. In order to have the legal imagination necessary to conduct effective research and to teach students effectively, it is important for me to engage with legal communities outside my home jurisdiction. Teaching in Lithuania, in Hamburg and in other places gives me a wonderful opportunity to do so. It also enriches me personally

What do you hope to accomplish during your time at Bucerius Law School?

Bucerius Law School is a tremendous law school that offers innovative programs and is on the cutting edge of legal education. I have been very impressed by the students, faculty and staff at Bucerius.

During my time at Bucerius Law School, my first responsibility is to teach something about the U.S. approach to advising clients who are engaging in business transactions in emerging markets, and I look forward to engaging in conversations with my students about the issues their future clients will likely face. At the same time, I look forward to listening to my students’ views, experiences and perspectives, and given the strength of the student body at Bucerius, I expect to learn a great deal from them.

While I am there, I plan to get to know the institution and its people even better, and I hope that we can continue to find ways to work together and to support each other. It is truly a privilege to be part of the Bucerius community, and I look forward to my time at Bucerius Law School.