智能合约的法律构造

The Legal Structure of Smart Contract

智能合约以自动售货机为最初原型,随着区块链网络的发展而呈现勃兴趋势。其突出特点是自动执行,从而降低交易成本,并减少纠纷。目前理论和实践对智能合约有不同界定。智能合约存在不同的形态,应采广义和狭义两种观点进行认知。当事人发布智能合约是可以变更权利义务的意思表示行为。智能合约的发布及其代码执行本质是电子合同,但是前者的升级版本。在现行法下,仍应将智能合约的发布及其代码执行行为认定为法律意义上的合同。一般来说,一方当事人发布智能合约为要约;另一方对智能合约代码的调用和执行为承诺,但该承诺在性质上为意思实现而非意思表示。我国应结合民法典合同编的编撰、《电子商务法》的修改讨论对其应然调整路径的设计。

Smart contract takes vending machine as a prototype and shows a booming trend with the development of blockchain network. Its prominent feature is automatic execution thereby reducing transaction costs and disputes. At present, theory and practice have different definitions of smart contract. There are different forms of smart contract, which should be cognized from both broad and narrow points of view. In a broad sense, smart contract is a civil juristic act that can change the rights and obligations of the parties. The narrow sense of smart contract is electronic contract and merely an upgraded version of the former document. Under the current law, the smart contract can be identified as a unilateral legal act;or a legal contract. If it’s a contract, it still needs to meet the contract law provisions of offer and acceptance. To be specific, the smart contract issued by a party is an offer, since the acceptance behavior is only the invocation and execution of the smart contract code, it is the realization of intention rather than the declaration of intention in nature. Our country should make final countermeasures according to the contract part in civil code and the modification of electronic commerce law.