Book Reviews & Notices current position under German law based on co-ownership analysis. Dr Hans KUHN, General Counsel of the Swiss National Bank and Chairman, first, of the commission of experts that prepared the draft Swiss Act on Book-Entry Securities and, now, of the UNIDROIT Committee of governmental experts tasked with preparing the draft Convention, introduces the Swiss draft. Switzerland plays a leading role in the international reform movement because, on the one hand, its lex lata is firmly rooted in a proprietary analysis of the account holder’s (investor’s) position as is, for example, that of France, Germany, Japan as well as many other countries of the civil law legal family, and, on the other hand, it reacts in a sensitive way to international market participants’ desire to understand the law in force in prime financial centres without costly legal opinions for major transactions. Professor Ulrich NOACK addresses the investors’ position in their relationship to issuers and intermediaries and appeals to the legislator properly and functionally to re-order that triangle. Lastly, Dr Axel NAWRATH, formerly with Deutsche Börse AG, the operator of the Frankfurt Stock Exchange, and currently Under-Secretary at the German Ministry of Finance, presents an in-depth analysis of existing business models for clearing and settlement, in particular the vertical model. A panel discussion (in English) with representatives of the European Central Bank, the European Commission, two global financial institutions (Citigroup and Deutsche Bank) as well as one of the leading international Central Securities Depositories (Euroclear Bank) concluded this interesting conference. In summation, a focused and highly informative conference whose papers and proceedings will not fail to influence the reform discussion ahead both in Germany and beyond. (H.K.) Bénédict Foëx, Luc Thévenoz, Spiros V. Bazinas (Eds.), Réforme des sûretés mobilières, Les enseignements du Guide législatif de la CNUDCI; Reforming Secured Transactions, The UNCITRAL Legislative Guide as an Inspiration, Schulthess Médias Juridiques SA, Genève, Zurich, Bâle, 2007, Publications du Centre de droit bancaire et financier, pp. 214, ISBN 978-3-7255-5405-8. In the course of the first part of its fortieth session, from 25 June to 12 July 2007, UNCITRAL considered the adoption of the UNCITRAL draft Legislative Guide on Secured Transactions (the Guide), a landmark initiative in the promotion of the international harmonisation of the legal framework for secured transactions.1 On 1 See <www.uncitral.org>. Adoption of the Guide is expected during UNCITRAL’s resumed fortieth session, 10-14 December 2007. 402 Unif. L. Rev. 2007 Comptes rendus bibliographiques 7 June 2006, the Centre for Banking and Financial Law of the University of Geneva organised an international colloquium both to promote the Guide and to study the lessons that could be drawn from it for a revision of Swiss law on secured transactions. This colloquium resulted in the above publication, which contains contributions by several international and Swiss specialists. This publication appeals to a broad, international audience, even though it is based on a preliminary version of the Guide distributed on 17 July 2006.2 It contains a number of general analyses dealing with the contents of the Guide and the reasons underlying its development. Moreover, the papers addressing Swiss law reform are generally very accessible and shed light on the policy choices that have been made in the Guide. The first three contributions, by BAZINAS, MCCORMACK and FOËX respectively, are of a more general nature. Bazinas provides a comprehensive framework for discussions in the rest of the book by outlining the contents of the Guide, while pointing out that one of the main goals of the Guide is enhancing access to cheaper credit. McCormack places the Guide in the context of the philosophy underlying other international legislative initiatives relating to secured transactions. He draws attention to a number of policy choices made in the Guide, focusing in particular on two controversial issues relating to the position of unsecured creditors and acquisition financing devices. Likewise, Foëx raises questions about the validity of policy choices in the Guide for Swiss law, particularly where these relate to the so-called functional approach, the coming into existence of a security interest by agreement between the grantor and the secured creditor (but without any publicity), and fiduciary and outright assignments of claims. In another article, Foëx outlines the different techniques envisaged in the Guide to render security interests opposable to third parties; of these, he deals primarily with the publication of security interests in a registry. In connection therewith, he examines the issue of priority and indicates which of the solutions envisaged in the Guide he considers relevant for a reform of Swiss law. In a related, somewhat less accessible article that might be of more interest to Swiss lawyers, EIGENMANN places the Guide’s approach in relation to publication and opposability in a Swiss law context. The second major topic, to which three papers are devoted, is default, enforcement and insolvency. SNIJDERS argues that the Guide’s provisions in this respect strike a fair balance between the interests of the secured creditor, the provider of security and other parties involved. Moreover, he suggests that a number of definitions and provisions be reconsidered before final adoption of the Guide. JEANDIN provides a detailed and qualitative analysis of the similarities and 2 See the version adopted during the eleventh session of UNCITRAL Working Group VI (Security Interests), No. A/CN.9/WG.VI/WP.29. Rev. dr. unif. 2007 403 Book Reviews & Notices differences of the approaches of the Guide and Swiss law in respect of default, enforcement and insolvency. AESCHLIMANN does the same, focusing mainly on the interests of secured creditors and the importance of party autonomy, which in his view are the crucial factors guaranteeing the availability of credit, without paying too much attention to the interests of providers of security and their other creditors. The book concludes with two contributions that examine the Guide from the perspective of banks. AFFAKI illustrates that the Guide is based on an equal treatment of secured creditors, whether they be banks, suppliers or others. He also shows that, at the same time, it takes into account banking practice by setting out specific provisions in relation to security interests in respect of assets typically generated by banks, such as funds credited to a bank account or proceeds following from an independent undertaking. GOTTRAU provides an interesting and balanced analysis of the principal needs of banks in a reform of Swiss law and the inspiration that can be drawn in this respect from the Guide. The necessity of reforming Swiss law on secured transactions is supported by all Swiss contributors to this volume. There is also a consensus that the Guide is an important source of inspiration in this respect, however with the admonition that it should not be blindly followed and that it should, in certain cases, be adapted to the Swiss legal tradition. While generally applauding the initiative taken by UNCITRAL, several authors do not refrain from criticising the Guide. All in all, this book sheds light on the Guide from different perspectives and therefore contains valuable reference material for those interested in law reform relating to secured transactions. Thomas Keijser * * Research Officer, UNIDROIT. B. Zeller, CISG and the Unification of International Trade Law, RoutledgeCavendish, Abingdon, 2007. Hardback, xi + 116. ISBN10: 1-84568-046-4; ISBN13: 978-1-84568-046-6. The main purpose of this short volume, as stated by its author, is to show that the unification of law is desirable and serves a useful purpose: “[…] internationalisation or globalisation has in effect forced the law to take a more global approach. As trade increasingly crosses borders so by necessity has the law. Transplantations, the drafting of model laws and ratification of conventions are the responses of legal systems to internationalisation and are occurring at an increased pace.” The reason the author examines the United Nations Convention on Contracts for the International Sale of Goods (CISG) is that in its Article 7 the Convention “sets the borderline of influence between the CISG and the 404 Unif. L. Rev. 2007