The Limits of Buyer Protection under the CISG: An SME Perspective

Abstract

This article critically evaluates whether the United Nations Convention on Contracts for the International Sale of Goods (CISG) provides adequate protection for micro and small enterprise (SME) buyers in international business-to-business (B2B) transactions. The CISG is founded on the assumption that commercial parties possess comparable bargaining power, legal expertise, and capacity to safeguard their interests. However, this assumption increasingly diverges from commercial reality, as micro and small enterprises participate more actively in cross-border trade. Focusing on key provisions governing nonconformity and remedies, including Articles 35, 38, 39, 47, and 49, the article demonstrates that the CISG’s strict notice requirements, indeterminate legal standards, and reliance on judicial discretion can impose disproportionate procedural and legal burdens on SME buyers.Brief comparative reference to English law illustrates that, although domestic legal frameworks may offer greater doctrinal certainty in some respects, they similarly fail to recognise the structural vulnerability of SME buyers. The article contributes to existing scholarship by shifting focus from abstract doctrinal balance to the practical impact of CISG rules on vulnerable business participants. The article concludes by proposing recognition of SME buyers as a distinct category in international sales law.