ABSTRACT
The proper law of the debt is the law which governs the original relationship between the debtor and the creditor and, thereby, controls the creation of the interest which is the subject matter of the assignment. The original relation between debtor and creditor will be governed by whatever law applies to its creation, thus, if the debt is a contractual debt, it will be governed by the law of that contract. If the contract is an international one, it will be governed by the applicable law under the Rome Convention 1980. If the debt was created by the gratuitous handing over of the money, the governing law will be the lex actus – the law which governs the gift, usually the law of the place where the transaction took place. The proper law of a cause of action will be the lex fori of the action,113 that of a renewable copyright, the law of the system under which the copyright was taken out.114 The validity of the original relationship is obviously vital to the subject matter of the transfer.
