inexperienced, or even corrupt(Black and Kraakman 1996, Glaeser et al. 2001) although a number of empirical studies paint a somewhat different picture(Hendley 2001; Hendley et al. 1997). Vesting courts with LMLEP will therefore require extensive institutional reform in many transition economies. Governments wishing to credibly commit to a structural transplant would need not only to change statutory law in order to explicitly allocate lawmaking powers to courts. They would also need to strengthen courts as independent institutions and ensure that they have sufficient resources to fulfill this task. Even this may not be sufficient, as ultimately it will depend on the courts to use the opportunity the law gives to them to engage in lawmaking activities. Our main point is that while this is a difficult task and will take time to accomplish, it cannot be easily circumvented by writing law that limits the role of courts in this crucial area of the law In the second part of the essay, we analyze the statutory and case law in three jurisdictions(Poland, Russia, and Germany) on matters that would fall within the scope of fiduciary duty in Anglo-Saxon countries. The focus of our analysis is the allocation of LMLEP in these jurisdictions and how courts have made use of their empowerments. a hallmark of all three jurisdictions is that case law is scarce, even in Germany, a highly developed market economy with extensive experience with corporations and corporate law. We suggest that case law evolved in these jurisdictions whenever procedural rules gave access to judicial review and substantive rules were sufficiently specified to serve as guidance. Analyzing available case law, we argue that even in civil law countries or countries with a socialist legal past, it is not impossible to vest courts with more expansive LMLEP. Yet, in light of their legal heritage it might be advisable to specify some typical applications of legal principles We recognize that lawmakers have some discretion to determine the relative completeness of law as7 inexperienced, or even corrupt (Black and Kraakman 1996; Glaeser et al. 2001), although a number of empirical studies paint a somewhat different picture (Hendley 2001; Hendley et al. 1997). Vesting courts with LMLEP will therefore require extensive institutional reform in many transition economies. Governments wishing to credibly commit to a structural transplant would need not only to change statutory law in order to explicitly allocate lawmaking powers to courts. They would also need to strengthen courts as independent institutions and ensure that they have sufficient resources to fulfill this task. Even this may not be sufficient, as ultimately it will depend on the courts to use the opportunity the law gives to them to engage in lawmaking activities. Our main point is that while this is a difficult task and will take time to accomplish, it cannot be easily circumvented by writing law that limits the role of courts in this crucial area of the law. In the second part of the essay, we analyze the statutory and case law in three jurisdictions (Poland, Russia, and Germany) on matters that would fall within the scope of fiduciary duty in Anglo-Saxon countries. The focus of our analysis is the allocation of LMLEP in these jurisdictions and how courts have made use of their empowerments. A hallmark of all three jurisdictions is that case law is scarce, even in Germany, a highly developed market economy with extensive experience with corporations and corporate law. We suggest that case law evolved in these jurisdictions whenever procedural rules gave access to judicial review and substantive rules were sufficiently specified to serve as guidance. Analyzing available case law, we argue that even in civil law countries or countries with a socialist legal past, it is not impossible to vest courts with more expansive LMLEP. Yet, in light of their legal heritage it might be advisable to specify some typical applications of legal principles 4 We recognize that lawmakers have some discretion to determine the relative completeness of law as