Financial law: general Books

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Book SynopsisChapter 1: Financial Trilemma and the Role of Law – The Case of ASEAN Financial Integration.- Chapter 2: Cross-border Banking Supervision in ASEAN.- Chapter 3: The Future of ASEAN Bank Resolution – Lessons from the European Experience.- Chapter 4: Cogs in the Wheel – Deposit Insurance Systems in ASEAN.- Chapter 5: Increasing Legal Cooperation in Bank Crisis Management – Implications for the Public Assistance and Fiscal Backstops in ASEAN.- Chapter 6: Conclusion.

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Book SynopsisArgues that financial governance is made not just through top-down laws and policies but also through the daily use of mundane legal techniques such as collateral by a variety of secondary agents, from legal technicians and retail investors to financiers and academics and even computerized trading programs.Trade Review"Collateral Knowledge is a complex, clever, stimulating, and ambitious text on an important topic. Annelise Riles upends current debates about regulation and deregulation, private vs. public interest, and financial globalization by calling our attention to the unobtrusive, yet pervasive technical devices that private actors use to do their business. A real blockbuster." (Bruce Carruthers, Northwestern University)"

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Book SynopsisEffectively implement comprehensive anti-money laundering regulations Handbook of Anti-Money Laundering details the most up-to-date regulations and provides practical guidance toward implementation. While most books focus on the regulations themselves, this useful guide goes further by explaining their meaning to bank operations, and how the rules apply to real-life scenarios. The international perspective provides a broader understanding of the anti-money laundering controls that are in place worldwide, with certain country-specific details discussed in-depth. Coverage includes the Wolfsberg Principles, Financial Action Task Force guidance, the U.S. Patriot Act, and the latest from both the EU and Bank for International Settlements. The IMF estimates that two to five per cent of the global GDP $590 billion to $1.5 trillion is laundered every year. Globally, banks and other financial institutions have been required to put in place specific arrangements to preTrade Review“… a must-have for banking employees involved in compliance / other ML activities" (Financial Expert, May 2015)Table of ContentsIntroduction 1 1 What is Money Laundering? 5 2 The Process of Money Laundering 15 3 International Money-laundering Regulation – The Role of the Financial Action Task Force 21 4 The EC Money Laundering Directives 59 5 UN Resolutions 79 6 The UK Regulatory Framework 83 7 How Money-laundering-deterrence Regulations are Applied in the UK – The Joint Money Laundering Steering Group 93 8 The Wolfsberg Principles 111 9 The US Regulatory Framework 127 10 Financial Sanctions 139 11 Risk Management and Money-laundering Deterrence 149 12 The Role of the Money Laundering Reporting Officer 159 13 Know Your Customer 169 14 Money Laundering Training 181 15 Retail Customer Identification 189 16 Corporate Customer Identification 199 17 Politically Exposed Persons 207 18 Non-face-to-face Customers 217 19 Suspicious Conduct and Transactions 225 20 Unusual Transactions 235 21 Investigating Suspicions 241 22 Ongoing Monitoring 253 23 Tipping Off 261 24 Correspondent Banking 265 25 Record-keeping 271 26 Money-laundering-deterrence Software 277 27 Country Profiles 285 27.1 Country Profile: Albania 286 27.2 Country Profile: Argentina 298 27.3 Country Profile: Australia 308 27.4 Country Profile: Bahamas 322 27.5 Country Profile: Barbados 335 27.6 Country Profile: Brazil 348 27.7 Country Profile: British Virgin Islands 355 27.8 Country Profile: Canada 367 27.9 Country Profile: Cayman Islands 384 27.10 Country Profile: China 396 27.11 Country Profile: Denmark 405 27.12 Country Profile: Finland 416 27.13 Country Profile: France 428 27.14 Country Profile: Germany 436 27.15 Country Profile: Guernsey 443 27.16 Country Profile: Hong Kong 458 27.17 Country Profile: India 473 27.18 Country Profile: Isle of Man 484 27.19 Country Profile: Japan 496 27.20 Country Profile: Jersey 503 27.21 Country Profile: Kenya 516 27.22 Country Profile: Liechtenstein 529 27.23 Country Profile: Malaysia 539 27.24 Country Profile: Mexico 552 27.25 Country Profile: Monaco 563 27.26 Country Profile: Morocco 575 27.27 Country Profile: Nigeria 584 27.28 Country Profile: Poland 593 27.29 Country Profile: Russia 604 27.30 Country Profile: Singapore 615 27.31 Country Profile: South Africa 625 27.32 Country Profile: South Korea (“Republic of Korea”) 638 27.33 Country Profile: Switzerland 651 27.34 Country Profile: UAE 663 27.35 Country Profile: Ukraine 677 27.36 Country Profile: United States of America 687 27.37 Country Profile: Vietnam 700 Appendix: Transparency International 2013 Corruption Perceptions Index 713 Index 719

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Book SynopsisA concise explanation of United States tax law's international aspects. This book also contains various useful tools which allow readers to build understanding through practice, as well as formulate and solve the complex problems international taxes can present.Table of ContentsPreface. PART ONE: Generic Topics. CHAPTER 1: Policy and Overview. International Tax Policy. Entity Selection. Generic Topics. Inbound Transactions. Outbound Transactions. Related Person Transactions. CHAPTER 2: Jurisdiction to Tax. Tale of Two Systems. U.S. Jurisdiction. Double Taxation. CHAPTER 3: Income Tax Treaties. Treaty Creation and Authority. Treaty Scope. Personal Service Income. Business Profit. Investment Income. Gain from Dispositions. Special Clauses. CHAPTER 4: Source of Income. Fundamental Importance. General Source Rules. Interest Income. Dividend Income. Personal Service Income. Rent and Royalty Income. Gain from Selling Property. Other Source Rules. CHAPTER 5: Allocation and Apportionment. Allocation to Classes. Apportionment to Groupings. Interest Deductions. Research and Experimental Deductions. Other Deductions. PART TWO: Inbound Transactions. CHAPTER 6: Foreign Persons. Residency Tests. Counting Days. Dual Status Aliens. Important Elections. CHAPTER 7: Nonbusiness Income. Fixed or Determinable, Annual or Periodical Income. Marginal Tax Rates. Nonbusiness Exemptions. Interest Stripping. CHAPTER 8: Business Income. U.S. Trade or Business. Effectively Connected Income. Business Exemptions. Income Tax Calculations. CHAPTER 9: Real Property Gains. U.S. Real Property Interests. U.S. Real Property Holding Corporations. Withholding Procedures. Structures for Holding U.S. Real Estate. CHAPTER 10: Branch Taxes. Branch Profits Tax. Marginal Tax Rates. Branch Interest Tax. PART THREE: Outbound Transactions. CHAPTER 11: Foreign Tax Credit. Creditable Taxes. Deemed Paid Taxes. Limitation Formula. Tax-Sparing Credit. CHAPTER 12: Controlled Foreign Corporations. CFCs and U.S. Shareholders. Subpart F Income. Earnings Invested in U.S. Property. Constructive Dividends. CHAPTER 13: Other Antideferral Provisions. Passive Foreign Investment Companies. Qualified Electing Funds. Foreign Personal Holding Companies. CHAPTER 14: Export Incentives. Extraterritorial Income Exclusion. Domestic International Sales Corporations. CHAPTER 15: U.S. Individuals Abroad. Foreign Earned Income Exclusion. Income Sourced in U.S. Possessions. Social Security Concerns. PART FOUR: Related Person Transactions. CHAPTER 16: Transfer Prices. General Principles. Loan of Funds. Performance of Services. Rental of Tangible Property. Sale or License of Intangible Property. Sale of Tangible Property. Valuation Misstatements. Advance Pricing Agreements. CHAPTER 17: Asset Transfers. Outbound Asset Transfers. Inbound Asset Transfers. External Asset Transfers. Glossary. Table of Statutes. Table of Regulations. Table of Cases. Table of Rulings. Index.

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Book SynopsisAll companies that import or export product to an affiliate company are subject to transfer pricing - the sale, license, or lease of a product from one affiliated company to another. This book provides a comprehensive analysis of the various transfer pricing methods that are available to today's company.Table of ContentsPreface. PART ONE: UNDERSTANDING TRANSFER PRICING. Chapter 1. Practical Aspects of Transfer Pricing. Chapter 2. Business Facets of Transfer Pricing. Chapter 3. General Principles and Guidelines. Chapter 4. Transfer Pricing Basics. PART TWO: APPLYING SPECIFIC TRANSFER TECHNIQUES. Chapter 5. Comparable Uncontrolled Price Method, Resale Price Method, and Cost-Plus Method. Chapter 6. Comparable Profits Method. Chapter 7. Comparable Uncontrolled Transaction Method for Intangibles. Chapter 8. Transfer Pricing for Services. Chapter 9. Cost Sharing. Chapter 10. Profit Methods. PART THREE: FOCUS ON INTERNATIONAL TRANSFER PRICING ISSUES. Chapter 11. Foreign-Owned U.S. Corporations Reporting. Chapter 12. Organization for Economic Cooperation and Development Guidelines. Chapter 13. Transactional Net Margin Method. PART FOUR: AVOIDING TRANSFER PRICING PENALTIES. Chapter 14. Transfer Pricing Penalties. Chapter 15. Transfer Pricing Penalty Exclusion for Contemporaneous Documentation. PART FIVE: ADVANCED TRANSFER PRICING ISSUES. Chapter 16. Advanced Transfer Pricing. Chapter 17. Unfolding Transfer Pricing Issues. Index.

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Book SynopsisIn this intellectual, legal, and political history of financial globalization, Abdelal argues that European policy makers promoted the liberal rules that compose the international financial architecture, while U.S. policy makers have tended to embrace unilateral, ad hoc globalization.Trade ReviewIn this era of globalisation, Rawi Abdelal's analysis of the foundations of global financial markets is a valuable contribution towards advancing the cause of global governance. -- Pascal Lamy, Director General of the World Trade OrganisationThis book addresses one of the most significant shifts in the organization of the international economy--the lowering of national border level controls to the entry and exit of capital--and explains how and why states renounced this powerful lever of national control over their economies. In place of the standard explanations, Abdelal develops a sociological argument about the construction of norms and their spread across institutions. Beautifully and engagingly written with brio and clarity, Capital Rules is a brilliant work that will become a mainstay of political economy literatures. -- Suzanne Berger, Massachusetts Institute of TechnologyDrawing on extensive documentary evidence, as well as dozens of interviews with high-level finance officials and midlevels bureaucrats, [Abdelal] tells a fascinating (and largely unknown) tale: how a clutch of French socialists helped to upend economic orthodoxy and lead the charge for lifting restrictions on capital flows within Europe and throughout the world...The book is a mix of accessible political history and counterintuitive insight, bringing to our attention one of the most important, and least appreciated, developments in the postwar global economy. -- Matthew Rees * Wall Street Journal *Brilliant and authoritative...Abdelal's book is the definitive account of the politics of global financial deregulation--and its increasingly disastrous consequences...This book deserves the widest general audience of serious people. -- Robert Kuttner * American Prospect *Capital Rules is an engaging description of the history behind changes in capital flow doctrine...Abdelal...accomplishes an excellent and quite thorough treatment of the subject matter. -- Ikee Gardner * Journal of Economic Issues *Offer[s] original insights into the politics of international financial regulation. -- Tim Büthe * Review of International Organizations *Rawi Abdelal supplies a valuable historical perspective. He explains that the liberalization of capital markets emerged not from a conspiracy of global financiers or the hegemony of Wall Street, but from a turn towards liberal economics by the French Socialists under François Mitterrand. -- Robert Howse * Harvard Law Review *Table of ContentsPreface 1. Orthodoxy and Heresy 2. The Rules of Global Finance: Causes and Consequences 3. Capital Ruled: Embedded Liberalism and the Regulation of Finance 4. The Paris Consensus: European Unification and the Freedom of Capital 5. Privilege and Obligation: The OECD and Its Code of Liberalization 6. Freedom and Its Risks: The IMF and the Capital Account 7. A Common Language of Risk: Credit Rating Agencies and Sovereigns 8. The Rebirth of Doubt 9. Conclusion Appendix: List of Archives and Interviewees Notes Index

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Book SynopsisAfter 2008, private-sector spending took a decade to recover. Yair Listokin thinks we can respond more quickly to the next meltdown by reviving and refashioning a policy approach, used in the New Deal, to harness law’s ability to function as a macroeconomic tool, stimulating or relieving demand as required under certain crisis conditions.Trade ReviewThis book challenges the economic orthodoxy which has governed tax policy over the past four decades, and reclaims John Maynard Keynes's fundamental insights for the twenty-first century. Listokin's neo-Keynesianism can transform the tax code into a powerful force for both social justice and economic prosperity over the next generation. -- Bruce Ackerman, author of We the PeopleFor decades, microeconomics has dominated the field of law and economics. Yair Listokin's book turns law's attention to macroeconomics and, in doing so, identifies crucial but overlooked strategies for fighting the next recession. Few books have an impact on theory and practice, but Listokin's Law and Macroeconomics promises to change our thinking in both arenas. -- Heather K. Gerken, Yale Law SchoolLegal scholars have been trying to ignore macroeconomics for decades, but the problems of growth, deficits, money supply, and recession won't let themselves be ignored. Fortunately, Yair Listokin's fine book illuminates the path forward. -- Eric A. Posner, University of Chicago Law School

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Book SynopsisManaging Risk in the Financial System makes important and timely contributions to our knowledge and understanding of banking law.Trade ReviewThis book contains a large number of chapters, nearly 30 in all, by acknowledged experts on various aspects of the recent financial crisis. Whichever aspect of this crisis that may interest you, such as bank taxes, deposit insurance, TBTF and how to respond, cross-border issues, and many, many others, you will find chapters that are both authoritative and stimulating in this collection. The editors are to be congratulated not only in their selection of authors but also in the speed with which they have taken them from conference presentation to book chapter. --Charles Goodhart, London School of Economics, UKIncisive, authoritative and thoughtful, this important and timely collection of papers exploring the unresolved issues left by the recent global financial turmoil, will undoubtedly shape the policy responses to come. Interdisciplinary in approach and wide-ranging in jurisdictional scope, it draws together influential commentators, practitioners and regulators, to create a new milestone in the search for the fundamentals of a more stable global financial system. --Eva Lomnicka, King's College London, UKManaging Risk in the Financial System offers fresh and essential reading on the Global Financial Crisis. The coverage is unique in its scope - offering a close examination of fundamental concepts such as the nature of systemic risk; consideration of the impact of systemic crisis on both private institutions and national governments; and critique of popular reform proposals such as living wills, resolution funds and capital adequacy. Contributors to this volume are internationally recognized experts who offer sharp assessments of both the causes of the crisis and the proposed reforms. --Heidi Mandanis Schooner, Columbus School of LawTable of ContentsContents: Foreword: The 2010 Banking Law Symposium on Managing Systemic Risk Charles Enoch Special Address: The Deposit Insurer’s Role in Transitioning from a Government Deposit Guarantee Jean Pierre Sabourin Preface: It Has Been ‘A Hard Day’s Night’ John Raymond LaBrosse, Rodrigo Olivares-Caminal and Dalvinder Singh PART I: SYSTEMIC RISK 1. Investor Behaviour in the Period Before the 2007–08 Financial Crisis Richard J. Rosen 2. The Nature of Systemic Risk Jack Selody 3. The Government as Guarantor of Last Resort: Benefits, Costs and the Case for Premium Charges Sebastian Schich 4. The Troubled Asset Relief Program: Has Forbearance as Far as the Eye Can See Saved the US Economy? Gillian G.H. Garcia 5. Why is the Canadian Banking System so Remarkably Stable? A Comparative Analysis with the US Jean Roy, Rima Turk-Ariss and Yenni Redjah 6. Systemic Contingent Claim Analysis – A Model Approach to Systemic Risk Dale F. Gray and Andreas A. Jobst 7. Tax and the City: The UK’s Proposals for a Bank Levy John Snape PART II: SOVEREIGN DEBT 8. Iceland’s Financial Disaster and its Fiscal Impact Arnór Sighvatsson and Gunnar Gunnarsson 9. The Greek Tragedy: Is There a Deus ex Machina? Ioannis Kokkoris, Rodrigo Olivares-Caminal and Kiriakos Papadakis 10. Restructuring a Nation’s Debt Lee C. Buchheit and Mitu Gulati PART III: ADDRESSING THE PROBLEM OF ‘TOO-BIG-TO-FAIL’ 11. Firm Stability and System Stability: The Regulatory Delusion Geoffrey Wood with Ali Kabiri 12. ‘Living Wills’: Putting the Caboose Before the Engine and Designing a Better Engine George G. Kaufman 13. Finding a Solution to the ‘Too-Big-To-Fail’ Problem Arthur E. Wilmarth, Jr. 14. ‘Too-Big-To-Fail’ – Can Alternative Resolution Regimes Really Remedy Systemic Risk in Large Financial Institutions’ Insolvency? Jens-Hinrich Binder 15. To Divest or Not to Divest: That is the Question... Ioannis Kokkoris PART IV: CROSS-BORDER ISSUES 16. Resolving Large Complex Financial Institutions Within and Across Jurisdictions Robert R. Bliss and George G. Kaufman 17. From Consolidated Supervision to Consolidated Resolution Rosa M. Lastra and Rodrigo Olivares-Caminal 18. Creating an EU-Level Supervisor for Cross-border Banking Groups: Issues Raised by the US Experience with Dual Banking Larry D. Wall, María J. Nieto and David G. Mayes PART V: PRUDENTIAL REGULATION 19. Capital and Liquidity Reform – A New Global Agenda George A. Walker 20. Basel II to Basel III: A Great Leap Forward? Imad Moosa PART VI: COUNTRY CASE STUDIES 21. The US Architecture of Bank Regulation and Supervision: Recent Reforms in their Historical Context Dalvinder Singh 22. An Evaluation of the Canadian Financial Safety Net During the Global Financial Crisis John Raymond LaBrosse and James F. McCollum 23. Financial Safety Net Reform in Nigeria Ganiyu Ogunleye 24. Islamic Deposit Insurance System: The Malaysian Model Khairuddin Hj Arshad 25. Managing Financial Risk: The Precautionary Principle and Protecting the Public Interest in the UK John F. McEldowney Index

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Book SynopsisThis book expands upon research into the protection of foreign investments, which is currently an intensively studied area of international law.Table of ContentsContents: Preface Part I: Foreign Investments versus the Environment 1. Introduction: The Social and Legal Context 2. International Investment Law and Environmental Protection 3. Theoretical Approaches to International Investment Law 4. Applicable Law and Methods of Interpretation Part II: Integrating Environmental Protection into International Investment Law 5. Internal Arguments: From Ordinary Meanings to Derogatory Logic 6. Systemic Approaches 7. Exceptional Models 8. Environmental Exceptions, Indeterminacy and Legal Principles Bibliography Index

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Book SynopsisThe second edition of the first and only concise introduction to American business insolvency law, this volume provides a succinct overview of American business bankruptcy as it is actually practiced, integrating the law as written and implemented, and now includes coverage of the Small Business Reorganization Act.Trade Review‘The author’s second edition of his primer on American Business Bankruptcy provides a concise and accessible description of the key chapters of the US Bankruptcy Code. This book would be quite useful to students of insolvency law and indeed anyone who wishes to develop a working knowledge of the key aspects of the American insolvency framework. It is direct and clear, while also providing enough depth and discussion that it would also be useful from a comparative perspective. It is a very practical synthesis which, in the second edition, integrates the recent Small Business Reorganisation Act.’ -- Jennifer L.L. Gant, eurofenix‘Stephen Lubben has provided the go-to overview of the American business bankruptcy system. American Business Bankruptcy is the ideal book for anyone looking to understand the overall design of business restructuring in the United States.’ -- Adam Levitin, Georgetown University Law Center, USTable of ContentsContents: Preface PART I BUSINESS BANKRUPTCY BASICS 1. Some historical context 2. The central core of business bankruptcy – section 109 PART II ELEMENTS COMMON TO ALL BUSINESS BANKRUPTCIES 3. The estate and the automatic stay 4. Creditors’ claims against the estate 5. Executory contracts and unexpired leases 6. The avoidance powers PART III LIQUIDATION UNDER CHAPTER 7. An introduction to chapter 7 of the Bankruptcy Code 8. The chapter 7 trustee 9. Distributing the chapter 7 estate 10. Special chapter 7 cases PART IV REORGANIZATION UNDER CHAPTER 11 11. An introduction to chapter 11 of the Bankruptcy Code 12. Stabilizing the debtor’s business in chapter 11 13. Committees 14. Professionals 15. The plan – formulation and voting 16. The plan – confirmation (consensual) 17. The plan – confirmation (cramdown) 18. 363 sales 19. Prepacks 20. The effects of plan confirmation 21. Small businesses in chapter 11 PART V TRANSNATIONAL BUSINESS BANKRUPTCY UNDER CHAPTER 22. An introduction to chapter 15 of the Bankruptcy Code Index

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Book SynopsisCorporate Finance for Lawyers explores the intricate relationship between law and corporate finance. Utilising the ‘Financial Mindmap’ throughout, chapters depict financial concepts by using colours and visualisations in a clear and intuitive manner.Trade Review‘Using an easy to follow financial tool the authors explain how key elements of corporate finance including leverage finance, company valuations, secured lending and non-interest bearing finance work and interrelate, how returns are achieved and what terms like enterprise value and working capital really mean. They do so in an innovative way drawing together finance theory and the reality of practice to produce what is likely to be a key foundation text not just for corporate lawyers but all those working in the world of M&A and finance.’ -- Chris Hale, Chair Emeritus, Private Equity and Financial Sponsors‘This work presents a great utility in how it addresses issues affecting businesses from legal, economic, financial and accounting perspectives from the moment of setting up to when a business experiences financial difficulties. The treatment is holistic, the materials from impeccable sources and the arguments firmly grounded in the authors' many years of experience. Without doubt, it is an important and timely text.’ -- Paul Omar, De Montfort Leicester Law School, UKTable of ContentsContents: 1 Introduction to law and corporate finance Rolef de Weijs 2. Does leverage create value? Rolef de Weijs 3. Corporate finance and company valuation: why cash became king Joost de Vries and Rolef de Weijs 4. Discounted cash flow valuation and indirect cash flow analyses: retracing the cash Joost de Vries 5. Secured credit and its use: distinguishing between productive and non-productive credit Rolef de Weijs 6 Hybrid finance by means of shareholder loans Rolef de Weijs 7. Financing through shareholder guarantees Aart Jonkers 8 Reorganisation procedures Aart Jonkers and Rolef de Weijs Index

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Book SynopsisThis timely book provides a detailed analysis of the regulatory landscape of energy derivatives trading in the EU. Liebrich Hiemstra argues that current supervision of the sector is too opaque and identifies how more effective legal remedies can be created to safeguard important legal values.Trade Review‘This book provides a very valuable contribution to the literature on good governance relating to the supervision of derivatives trading in the energy sector. The relevant European principles and rules are carefully discussed and analysed within the very complicated multilateral and multi stakeholder context of this field of EU regulation. The book provides clear recommendations and suggestions for enhancing the regulation and supervision of energy derivatives trading and the enforcement activities of ACER and the cooperation with the national authorities. The book is invaluable for those who are working in practice and in academia on the financial aspects of the energy market.’ -- Saskia Lavrijssen, Tilburg University, the NetherlandsTable of ContentsContents: 1. EU supervision of Energy Derivative Trading: an introduction 2. Energy derivatives and their playing field 3. REMIT: the regulatory paradigm 4. Effectiveness of fragmented supervision and information sharing 5. Information sharing in light of legality and judicial protection 6. Professional secrecy of supervisory authorities: no longer sacred? 7. Energy Derivative Trading: conclusions and recommendations. References Index

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Book SynopsisTrade Review‘Professor Markham brings his expertise on existing banking, securities, and derivatives law to explain why each is ill-suited to optimally regulate the issuance and secondary trading of assets via blockchain technology. In so doing, he lays out a path forward that better balances competing interests in protecting the public and allowing innovation.’ -- Kevin Haeberle, University of California Irvine School of Law, US‘Because they don’t fit neatly into pre-existing legal paradigms, cryptocurrencies continue to vex lawmakers, financial regulators, dealers, and investors. Luckily, Jerry Markham has a unique blend of deep expertise in banking, commodities, and securities markets and he brings all three to bear in Cryptocurrency Regulation: A Primer. The book fills an important gap because it comprehensively examines the extent to which cryptocurrencies are, for legal purposes, money, securities, commodities, or some other kind of digital claim. As a result, this is the best scholarly resource available about the financial, legal, and regulatory issues raised by cryptocurrencies. By crystalizing these debates, the book also helps to advance a nuanced understanding of these products as they continue to evolve. Though styled as a “primer,” the book is also an excellent financial history of cryptocurrencies, a treatise on the relevant legal doctrine, and a critical assessment of alternative regulatory approaches for these products, virtues that will make it a classic in the field.’ -- Jose Gabilondo, Florida International University, US‘Readers of Markham’s primer will be able to confidently enter into the debate about how and why cryptocurrencies should be regulated. Markham leaves no stone unturned in explaining the often paradoxical, contradictory, and enigmatic statutory and regulatory framework that is asked to govern cryptocurrencies.’ -- Christian Johnson, Widener University Commonwealth Law School, USTable of ContentsContents: Introduction to Cryptocurrency Regulation 1. The invention and role of cryptocurrencies 2. Regulating cryptocurrencies under banking laws 3. Regulating cryptocurrencies under the federal securities laws 4. CFTC Regulation of cryptocurrencies as “commodities” 5. Constructing a regulatory structure for cryptocurrencies Conclusions on Cryptocurrency Regulation Selected bibliography Index

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Book Synopsis

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Book SynopsisAs the global market expands, the need for international regulation becomes urgent Since World War II, financial crises have been the result of macroeconomic instability until the fatidic week end of September 15 2008, when Lehman Brothers filed for bankruptcy.Trade Review“Georges Ugeux draws on his experience as well as his training as an economist and lawyer to tackle a daunting topic: International Finance regulation: The Quest for Financial Stability (Wiley, 2014). (…) Backward-looking rules are only one problem with current financial regulation. Another is its fragmentation, especially across national borders. (…) Ugeux is not especially hopeful that we can resolve the problems that stand in the way of global financial stability. In fact, if the volcano model is apt, stability itself is a chimera.”—Brenda Jubin, Reading the markets, Investing.comTable of ContentsPreface xiii Is Finance in a Stage of Permanent Crisis? xiv Global Markets Are Interconnected xvi Regulating Finance in a World in Crisis xviii A Web of Institutional Complexity xix Will Global Financial Regulation Become Lex America? xx Applying Global Regulatory Convergence xxii Regulator and Regulated: The Infernal Couple xxiii Finance Cannot Be Left Unregulated xxiii Five Years after Lehman, Regulation Could Not Change the Culture xxiv A Culture of Outlaws xxv I Will Never Give Up xxvi Notes xxvii Chapter 1 The Multiple Objectives of Financial Regulation 1 Stop (Ab)using Taxpayer Money 2 Protect Retail and Small Investors and Depositors 3 Ensure Transparency of Markets and Institutions 5 Implement a Truly Risk-Adjusted Remuneration System 6 Protect Deposits from Trading 7 Notes 8 Chapter 2 A Quarter Century of Banking Crises and the Evolution of Financial Institutions 11 Banking Crises Are Not Exactly a Recent Phenomenon 12 The Two Main Emerging-Market Crises 13 Subprime Crisis 14 Lehman Crisis 16 European Sovereign Debt Crisis 17 European Banking Crisis 17 LIBOR Manipulation 19 Will the Foreign Exchange Market Be Next? 21 Notes 23 Chapter 3 The Lessons of the Recent Financial Crises: The Explosion of Balance Sheets 27 Structural Overbanking of Europe 28 Lack of Transparency of the Derivative Markets 33 Emergence of the Credit Default Swap (CDS) Market 34 The Regulatory Landscape Is Not Global but Largely National 35 Notes 35 Chapter 4 Global Financial Regulation: The Institutional Complexities 37 Group of 20 (G20) 39 Financial Stability Board (FSB) 41 Bank for International Settlements (BIS) and the Basel Committee (BCBS) 42 International Monetary Fund (IMF) 43 International Organization of Securities Commissions (IOSCO) 45 International Accounting Standard Board (IASB) 46 International Association of Insurance Supervisors (IAIS) 47 Notes 50 Chapter 5 Capital Adequacy, Liquidity, and Leverage Ratios: Sailing toward the Basel III Rules 53 Part I: Capital Adequacy 55 Part II: Liquidity 59 Part III: Leverage 62 Notes 66 Chapter 6 Assessing Likely Impacts of Regulation on the Real Economy 69 Notes 73 Chapter 7 Regulating the Derivatives Market 75 Origin of the Derivatives Market 77 Size of the Derivatives Markets 78 U.S. Regulation: Dodd-Frank Act 78 European Market Infrastructure Regulation (EMIR) 79 Transatlantic Divergences 80 Short Selling Is a Form of Derivative 81 JPMorgan Chase London Trading Losses 82 Notes 83 Chapter 8 The Structure of Banking: How Many Degrees of Separation? 87 Systemically Important Financial Institutions (SIFIs) 87 Universal Banking Model 89 Separation Models 90 United Kingdom 90 United States 90 European Union 91 Sw+itzerland 92 Volcker Rule and Proprietary Trading 92 Too Big to Fail (TBTF): Is Size the Problem? 95 Prohibit the Trading of Commodities by Banks 97 Notes 98 Chapter 9 Banking Resolution and Recovery 101 Moral Hazard 102 Can the Bail-In Concept Avoid Taxpayers’ Bailout? 103 Lessons from the Financial Crisis 104 Living Will, or How Banks Want to Be Treated if They Are Close to Collapsing 104 United States 105 The Citi Recovery Plan 106 Role of the Federal Deposit Insurance Corporation in the United States 107 United Kingdom 110 European Banking Resolution and Recovery Directive 111 Regulatory Technical Standards 112 Can Resolution Rules Be Effective? 112 An Impossible European Institutional Challenge 113 Who Will Decide to Put Companies Under Resolution Surveillance? 114 Notes 120 Chapter 10 Banking and Shadow Banking 125 Hedge Funds 125 United States 127 Europe 127 Other Types of Shadow Banking 127 Capital Markets and Securitization 128 Notes 129 Chapter 11 Rating Agencies and Auditors 131 Part I: The Rating Agencies 131 Part II: External Auditors 134 Part III: The Limits of Accountability 136 Notes 136 Chapter 12 Central Banks as Lenders of Last Resort Have a Conflict of Interest with Their Regulatory Role 139 Financial Stability 140 United States: Quantitative Easing 141 European Central Bank: The Long-Term Refinancing Operations (LTROs) 143 United Kingdom 144 Japan and Abenomics 145 Are Central Banks Balance Sheets Eternally Expandable? Have They Become Hedge Funds? 145 Is This Novation of Central Banks Legitimate or Legal? 147 Notes 147 Chapter 13 Financial Institution Governance (or Lack Thereof) 149 Risk Management 150 Dysfunctional Boards of Directors 151 Should the Chairperson Also Be the CEO? 152 Remuneration and Risks 153 Personal or Institutional Accountability 153 Notes 154 Chapter 14 Was It a Global Crisis? The Asian Perspective 157 Japan 158 China 160 India 161 Assessing the Asian Risk 162 Notes 163 Chapter 15 The Challenges of Global Regulation 165 Regulation, Policies, and Politics 167 Regulators and Sovereign Financing 169 European Central Bank Supervision: The E.U. Governance Challenges 169 The Risks of Regulatory Fragmentation 171 Bank Resolution: The Legal Nightmare 171 Basel III 172 Reemergence of Capital Markets 173 Restructuring Finance 173 Should Financial Communication Be Regulated? 174 Should Financial Media Respect a Code of Conduct? 175 Financial Education Is Key 176 Notes 178 Chapter 16 Regulation and Ethics 181 Management Integrity 182 Accountability 182 Transparency Is Key 183 A Principled Regulatory System Is Needed 183 Doing the Right Thing 184 Notes 186 Conclusion What Can We Expect? 189 A Few Books I Read and Found Helpful . . . 195 About the Author 197 Index 199

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Book SynopsisDevise an organized, proactive approach to financial compliance Financial Regulation and Compliance provides detailed, step-by-step guidance for the compliance professional seeking to manage overlapping and new regulatory responsibilities. Written by David Kotz, former Inspector General of the SEC with additional guidance provided by leading experts, this book is a one-stop resource for navigating the numerous regulations that have been enacted in response to the financial crisis. You''ll learn how best to defend your organization from SEC, CFTC, FINRA, and NFA Enforcement actions, how to prepare for SEC, FINRA, and NFA regulatory examinations, how to manage the increasing volume of whistleblower complaints, how to efficiently and effectively investigate these complaints, and more. Detailed discussion of the regulatory process explains how aggressive you should be in confronting federal agencies and self-regulatory organizations and describes how commenting on issues Table of ContentsForeword xiii Preface xvii Acknowledgments xxiii About the Author xxv CHAPTER 1 Jurisdiction of Regulators – Who Regulates Whom and What 1 1.1 Federal Financial Regulatory Structure 2 1.2 The Securities and Exchange Commission (SEC) 3 1.3 The Financial Industry Regulatory Authority (FINRA) 6 1.4 The Commodity Futures Trading Commission (CFTC) 8 1.5 The National Futures Association (NFA) 10 1.6 The Department of Justice (DOJ) 12 1.7 Recent Regulatory Failures to Uncover Fraud 14 1.8 Expert Advice on Overlapping Regulations 19 CHAPTER 2 How to Strengthen Governance and Compliance in Light of New Regulations 23 2.1 Dodd-Frank Act’s Impact on Governance and Compliance 25 2.2 Managing Executive Compensation 29 2.3 Creating Effective Policies and Procedures 30 2.4 Ensuring Accountability within an Organization 32 2.5 Red Flags of an Unethical Culture 33 2.6 Ethical Decision-Making 34 CHAPTER 3 How to Manage Whistleblowers’ Complaints 37 3.1 Oversight and Failures of the SEC’s Whistleblower Program 37 3.2 The Dodd-Frank Act’s Restructuring of the SEC’s Whistleblower Program 41 3.3 Whistleblower Complaints to the SEC since the Restructuring of Its Program 43 3.4 The CFTC’s New Whistleblower Program 45 3.5 Significant U.S. Supreme Court Decision on Whistleblower Complaints 46 3.6 Managing Complaints Brought to Internal Compliance Officials 47 3.7 Putting Appropriate Whistleblower Policies and Procedures in Place 51 3.8 Effect of the SEC and CFTC’s New Whistleblower Programs 52 CHAPTER 4 How to Defend SEC Examinations 55 4.1 SEC Authority to Conduct Examinations 55 4.2 SEC’s Office of Compliance Inspections and Examinations (OCIE) 57 4.3 Types of SEC OCIE Exams 57 4.4 Preparation for the Exams 58 4.5 Process of Examinations 60 4.6 How the SEC Exam Concludes 65 4.7 SEC OCIE Examination Trends 66 4.8 Not Underestimating the SEC Examiners 67 CHAPTER 5 How to Defend FINRA Examinations 69 5.1 FINRA Qualification Standards and Rules and Regulations 70 5.2 FINRA’s Risk-Based Approach 71 5.3 FINRA’s Regulatory and Examination Priorities 71 5.4 Differences between FINRA and SEC Exams 78 5.5 Types of FINRA Exams 79 5.6 Conduct of FINRA Exams 80 5.7 How the FINRA Exam Concludes 83 5.8 Educating the FINRA Examiners 84 CHAPTER 6 How to Defend an NFA Examination 87 6.1 Types of Entities under the Jurisdiction of the NFA 87 6.2 Impact of the Dodd-Frank Act 90 6.3 NFA Examination Process 90 6.4 Preparing for an NFA Exam 92 6.5 Length and Conduct of the NFA Exam 93 6.6 How the NFA Exam Concludes 95 6.7 CFTC Examinations 96 6.8 Focusing on Strict Compliance with the Regulations 97 CHAPTER 7 How to Defend SEC Enforcement Actions 99 7.1 SEC’s Law Enforcement Function 99 7.2 How SEC Enforcement Actions are Triggered 101 7.3 Commencement of an SEC Enforcement Action 102 7.4 Converting the Inquiry to a Formal Investigation 103 7.5 Discovery Conducted by the SEC 104 7.6 The SEC Enforcement’s “Wells” Process 105 7.7 Use of Experts in SEC Enforcement Proceedings 108 7.8 Settlement Discussions 109 7.9 Trends in SEC Enforcement 110 7.10 Minimizing Exposure in an SEC Enforcement Case 114 CHAPTER 8 How to Defend FINRA Enforcement Actions 115 8.1 FINRA Disciplinary Actions 116 8.2 FINRA Enforcement Process 123 8.3 FINRA’s Formal Proceeding 125 8.4 Challenges of FINRA Enforcement Process 125 8.5 Conduct of the FINRA Hearing 126 8.6 Settlement Possibilities 128 8.7 Disciplinary Sanctions Available to FINRA 128 8.8 Right to Appeal Decision of Hearing Panel 129 8.9 Recent Trends in FINRA Enforcement 129 8.10 Mounting an Aggressive Defense 130 CHAPTER 9 How to Defend CFTC Enforcement Actions 131 9.1 Increased Aggressiveness on the Part of CFTC Enforcement 131 9.2 Types of Enforcement Actions Brought by the CFTC 133 9.3 Triggers for CFTC Enforcement Actions 137 9.4 CFTC Enforcement Process 137 9.5 Differences between CFTC and SEC Enforcement Proceedings 138 9.6 The CFTC “Wells” Process 139 9.7 CFTC Enforcement’s Use of Experts 140 9.8 Settlement Discussions 141 9.9 CFTC Enforcement’s Use of Administrative Proceedings 142 9.10 Trends in CFTC Enforcement 142 9.11 Flawed Assumptions about CFTC Enforcement Process 143 9.12 Strategies for CFTC Enforcement Cases 144 CHAPTER 10 How to Defend NFA Enforcement Actions 147 10.1 NFA Disciplinary Actions 147 10.2 How Complaints are Triggered 148 10.3 Investigative Process 149 10.4 Settlement 150 10.5 The Hearing Panel and Hearing Committee 151 10.6 Conduct of the Hearing 152 10.7 Written Decision after the Hearing 153 10.8 Appeal of an Adverse Decision 153 10.9 The MRA Procedure 154 10.10 Types of Penalties Assessed by the NFA 155 10.11 Number and Types of Disciplinary Actions 156 10.12 Trends in NFA Enforcement 159 10.13 Preparing a Defense 159 CHAPTER 11 How to Participate in the Regulatory Comment Process 161 11.1 Dodd-Frank Rulemaking 161 11.2 SEC Rulemaking Process 162 11.3 Candidates for Comments 163 11.4 Role of Trade Association in Comment Process 163 11.5 Content of the Comment Letter 165 11.6 Approaches to an Effective Comment Letter 168 11.7 Significance of the Economic Impact of Proposed Regulations 168 11.8 Requesting Meetings with Agency Officials 170 11.9 Submitting Comments after the Deadline 171 11.10 Learning about Rulemakings 171 11.11 Assistance from Outside Counsel 172 CHAPTER 12 How to Defend FCPA Claims 173 12.1 FCPA Provisions 173 12.2 FCPA Enforcement Authority 174 12.3 Violations of the FCPA 175 12.4 Penalties for Violating the FCPA 176 12.5 FCPA Exemptions 176 12.6 DOJ/SEC Guidance 177 12.7 The U.K. Bribery Act 179 12.8 Devising Effective Compliance Programs 180 12.9 Training on Compliance Standards 181 12.10 Achieving a Culture of Compliance 181 12.11 Risk-based Due Diligence and Monitoring 182 12.12 Conducting FCPA Compliance Assessments 183 12.13 Importance of Risk Assessment 184 12.14 Management of Third Parties 185 12.15 Conducting Due Diligence on Acquisition Targets 187 12.16 The Triggers for an FCPA Enforcement Action 188 12.17 Self-disclosing Violations 189 12.18 Reducing Exposure 190 CHAPTER 13 How to Conduct Internal Investigations 191 13.1 Limiting Exposure through Effective Internal Investigations 191 13.2 Lessons Learned from High-Profile Investigations 192 13.3 Commencing the Internal Investigation 193 13.4 Retaining an Outside Investigator 194 13.5 Initial Steps of Investigation Process 195 13.6 Methods of Obtaining Information 195 13.7 Collecting Documents 196 13.8 Strategies for Conducting Interviews 197 13.9 Briefing Management during an Investigation 200 13.10 Drafting the Investigative Report 201 13.11 Incorporating Recommendations for Improvement 201 13.12 Protecting Files Associated with Internal Investigation 202 13.13 Retaining the Investigative Report 204 CHAPTER 14 Conclusion 205 14.1 Overlapping Jurisdictions after the Dodd-Frank Act 206 14.2 Regulatory Failures Post-Financial Crisis 209 14.3 Improving of Coordination between Regulatory Agencies 210 14.4 Understanding the Regulatory Climate 212 About the Website 215 Index 217

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Book SynopsisPosits that the subprime mortgage crisis, as well as the global macroeconomic catastrophe it spawned, is traceable to a gross failure of law. This book ensures that economic opportunity isn't limited to a small group of elites that enjoy growth at the expense of many, particularly those in vulnerable economic situations.Trade Review"Capitalism and the profit motive can stimulate human productivity and innovation. But they can also lead to corruption, shady politics, and self-dealing. This brilliant book shows how intelligently designed laws and lawsuits can facilitate the former and discourage the latter. . . . Steven Ramirez is the new Andrew Hacker. He wields statistics, numbers, and concepts like a scalpel." -- Richard Delgado,co-author of Critical Race Theory"Ramirez catalogues the many ills and failures in the American economic system, casting a broad net that implicates governing institutions, political and corporate elites, and their policy agendas. He provides a valuable contribution to discussions on reforming capitalism and restoring the foundations of middle class prosperity through a renewed commitment to transparency, economic democracy, and the rule of law." -- Timothy A. Canova,Nova Southeastern University""Professor Steven Ramirez's Lawless Capitalism is a tour de force. The pages are virtually crackling with urgency and deeply considered alternatives to the wayward capitalism currently practiced in the United States. Ramirez, in his critical contribution to the ongoing debate in connection with free markets and governmental regulation, envisions a new and different kind of capitalism. Ramirez's capitalism respects individual potential and human capital, considers equality and fairness, and promotes the abilities of all people, rather than focusing on deeper entrenchment of the elite. Lawless Capitalism meticulously weaves the best thinking of dozens of economists, law professors, sociologists and philosophers into a new conceptualization of an economic rule of law, one that Ramirez fully develops, that offers a better economic way for our nation and the world. Lawless Capitalism is an important book, representing a powerful new voice that literally demands to be heard. " -- Andre Douglas Pond Cummings,Indiana Tech Law School"[The book] explores the role of corrupted law and regulation in the financial crisis of 2007-09 and its ongoing macroeconomic consequences. [It] presents a legal framework that comprehends the links between law and macroeconomic growth." * Journal of Economic Literature *"Unlike some articles on the crisis, Ramirez takes great pains to show that racism pervades out economy and political system, and that this fundamentally helped to create the financial meltdown. He begins with an examination of the untapped human potential, explains how the system is stacked against people of color, and reveals that people of color were the victims of the very subprime mortgages that elites bundled into securities and sold to unwitting investors around the world." * Law Library Journal *"Thoughtful, well-constructed volume." * Choice *"The main value of this book lies in the fact that it 'articulates a legal framework that comprehends the link between law and macroeconomic stability and growth.'" * BIZ INDIA *Table of ContentsA Revolution in Economics (but Not in Law)2. The Corrupted Corporation 3. Animal Spirits and Financial Regulation 4. Rigged Globalization 5. The Costs of Economic Oppression 6. The Crisis in Crisis Management 7. The Potential for an Economic Rule of Law Epilogue: Optimized Legal Infrastructure and the End of Scarcity

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Book SynopsisThis book is a detailed study of the debtor-creditor relationship, with particular attention to the position of the unsecured creditor. It deals with this relationship from the viewpoint of the remedies available to the creditor, the more positive aspect of the relationship: apart from the statutory device of bankruptcy, debtors’ rights are almost entirely negative in character . In general it is only the creditors who have rights; debtors have the corresponding responsibilities. In these times of "credit-existence" this account is an important source of information for those in the field of law, economy, politics, and business.

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Book SynopsisDeveloped over a period of some six years by teachers of the subject at the University of Toronto’s Faculty of Law, this book provides the first comprehensive and integrated teaching tool for the very basic field of debtor and creditor relations. The carefully designed text considers first the nature of the credit market and the setting in which debtor-creditor relations are formed. It proceeds to examine self-help collection, execution, garnishment, reviewable transactions, and bankruptcy. Other sections consider the rights of various special creditors (including government creditors and mechanics’ lien claimants), and proposals for comprehensive reform of the debt collection process. The authors attempt to deal with law from a national perspective. While considering in detail the statutory provisions relevant to debtor-creditor relations in Ontario, they also treat significant legislation of other provinces and examine the suitability of differing respo

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Book SynopsisNo single-volume publication brings together as many diverse and stimulating perspectives on secured financing law as does this EE Research Handbook. Its great strengths are asking hard questions and recognizing how difficult reform is. Contributors report on what works (and what doesn't), drawing on evidence from legal systems less often studied in this context (e.g., Brazil, Morocco). I cannot imagine a researcher in the field who would not be intrigued by analysis of such issues as access of women to secured financing, constraints Shari ah places on use of security devices, and reasons for Russia's meandering path to modernization.'- Peter Winship, SMU Dedman School of Law, USThis cutting-edge Handbook presents an overview of research and thinking in the field of secured financing, examining international standards and best practices of secured transactions law reform and its economic impact. Expert contributors explore the breadth and depth of the subject matter across diverse sectors, and illustrate the choices and trade-offs that policy makers face via a number of illuminating case studies.The book explores groundbreaking research across a comprehensive range of sectors and countries, including new, original analysis of Shari'ah compliant collateral regimes and improved access to finance for women. A diverse group of experts offer cutting-edge points of view as well as case studies from England and Wales, Morocco, Russia and Romania.The result is a unique and wide-ranging examination of secured transactions reform across the world and a valuable resource for researchers, government and development agencies, banks, and law firms.Contributors: J. Armour, S. Bazinas, N. Budd, A. Burtoiu, R. Calnan, F. Dahan, M. Dubovec, L. Gullifer, I. Istuk, T. Johnson, O. Lemseffer, C. de Lima Ramos, J. Lymar, C. Manuel, M.J.T. McMillen, A.P. Menezes, M. Mourahib, E. Murray, N. Nikitina, V. Padurari, J.-H. Röver, M. Uttamchandani, K. van Zwieten, P.R. WoodTrade Review‘No single-volume publication brings together as many diverse and stimulating perspectives on secured financing law as does this Research Handbook. Its great strengths are asking hard questions and recognizing how difficult reform is. Contributors report on what works (and what doesn’t), drawing on evidence from legal systems less often studied in this context (e.g., Brazil, Morocco). I cannot imagine a researcher in the field who would not be intrigued by analysis of such issues as access of women to secured financing, constraints Shari’ah places on use of security devices, and reasons for Russia’s meandering path to modernization.’ -- Peter Winship, Southern Methodist University, Dedman School of Law, USTable of ContentsContents: Foreword Philip R. Wood PART I SECURED TRANSACTIONS LAW, ECONOMIC IMPACT AND REFORM 1. How do Creditor Rights Matter for Debt Finance? A Review of Empirical Evidence John Armour, Antonia Menezes, Mahesh Uttamchandani And Kristin Van Zwieten 2. The Influence of the UNCITRAL Legislative Guide On Secured Transactions Spyridon V. Bazinas 3. A Single Framework Governing Secured Transactions? Comparative Reflections Frederique Dahan 4. Implementing Shari’ah-Compliant Collateral Security Regimes: Select Issues Michael J.T. Mcmillen 5. Levelling the Legal Playing Field: What the Law Can and Can’t do to Improve Women’s Access to Secured Finance Clare Manuel PART II SECURED FINANCING: MANY FACETS AND CONTEXTS 6. Untying the Gordian Knot: Farmers, Banks, Insurers, Warehouse Receipts, Commodity Exchanges, Collateral Managers and Access to Credit Nicholas Budd 7. Sowing the Good Seeds: The Brazilian Experience of Agriculture Financing Christian de Lima Ramos 8. The Potential of Factoring for Improving SME Access to Finance Ivor Istuk 9. Security in Project Finance and PPP and the Implications for Secured Transactions Law: “Security is a Shield, Not a Sword” Jan-Hendrik Röver 10. Keeping it Real: SME Financing, Secured Transactions and Risk Appetite Tom Johnson 11. Financial Collateral Arrangements and the Financial Markets Edward Murray 12. Fundamentals of Taking Security Interests in Bank Accounts Marek Dubovec PART III TRENDS AND PERSPECTIVES FOR REFORM 13. Secured Transactions Law Reform in Russia: A Tortuous but Ultimately Successful Journey Natalia Nikitina and Julia Lymar 14. Reforming an Established Secured Transactions Legal System: Why and How Morocco is Approaching the Challenge Mustapha Mourahib, Bertrand Fournier-Montgieux and Ouns Lemseffer 15. Taking Stock of Romanian Secured Transactions After 15 Years of Reform: A Mapping of Past, Present and Future Milestones Victor Pădurari and Andreea Simona Burtoiu 16. Piecemeal Reform: Is it The Answer? Louise Gullifer 17. What Makes a Good Law of Security? Richard Calnan Index

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Book SynopsisEnterprise law represents the entire range of private contracts and public regulations governing the relationship of different capital providers. Enterprise Law comparatively analyses the way these fundamental legal frameworks complement each other in the United States and Japan.In this collection of essays edited by Professor Zenichi Shishido, a wide range of leading scholars examine the firm as an incentive mechanism and show how law the whole legal system affect the incentive bargain between the firm's major players, positively with markets and social norms. They establish that enterprise law is not always effective in its attempt to affect the incentive bargain of the firm by itself, but instead works by interacting complementarily with markets and social norms.Demonstrating the dynamic relationship between parts and the whole of enterprise law, this exceptional book will be of special interest to comparative law, and law and economics scholars and students.Contributors: K.M. Ayotte, K.G. Dau-Schmidt, T. Eguchi, B.C. Ellis, D. Gamage, M.P. Gergen, G. Goto, B.E. Hermalin, Y. Higashi, A. Hoshi, H. Iida, H. Itoh, H.E. Jackson, T. Kitagawa, C.J. Milhaupt, H. Miyajima, E.R. Morrison, S. Osaki, K. Osugi, J.M. Ramseyer, S. Rana, R. Romano, K. Sekiguchi, Z. Shishido, W. Tanaka, A. Tokutsu, G. Triantis, J.H. Verkerke, T. Watanabe, N. YanagawaTable of ContentsContents: Introduction: The Incentive Bargain of the Firm and Enterprise Law: A Nexus of Contracts, Markets, and Laws Zenichi Shishido PART I: THE INCENTIVE BARGAINING BETWEEN EMPLOYEES AND MANAGEMENT 1. What We Know (and Don’t Know) About How Employment Protection Laws Affects Employment J.H. Verkerke 2. Complementarity among the Abusive Dismissal Rule, Company Community Norms, and an Illiquid External Labor Market: Transformation of Directors’ Fiduciary Duty under Japanese Corporate Law Toru Kitagawa 3. The Relative Bargaining Power of Employers and Unions in the Global Information Age: A Comparative Analysis of the United States and Japan Kenneth G. Dau-Schmidt and Benjamin C. Ellis 4. Employee Stock Purchase Plan in Japan Yosuke Higashi Comments Hideshi Itoh PART II: THE INCENTIVE BARGAINING BETWEEN CREDITORS AND MANAGEMENT 5. The Role of Debt in the Governance of US Business Corporations George Triantis 6. Senior Creditor Control in Chapter 11 Kenneth M. Ayotte and Edward R. Morrison 7. Cramdown v. Extinguishing Security Interests: Secured Claims in Bankruptcy in the United States and Japan Wataru Tanaka 8. Reduction of Retirees’ Benefits upon the Reorganization of a Company Gen Goto Comments Noriyuki Yanagawa PART III: THE INCENTIVE BARGAINING BETWEEN SHAREHOLDERS AND MANAGEMENT 9. Takeover Law and Managerial Incentives in the United States and Japan Curtis J. Milhaupt 10. Management–Shareholder Relations in Japan: What’s Next after Cross-Shareholdings? Takaaki Eguchi 11. Regulation of Bank Shareholding: A Functional and Historical Analysis Akira Tokutsu 12. Reappraising the Role of Appraisal Remedy Hidefusa Iida and Kenichi Sekiguchi 13. Appraisal or Injunction? Corporate Takeovers under Uncertain Judicial Valuation Akio Hoshi 14. Stagnant Japan? Why Outside (Independent) Directors Have Been Rare in Japanese Companies Kenichi Osugi Comments Hideaki Miyajima PART IV: THE ROLES OF GOVERNMENTS 15. Taxation and Incentives in the Business Enterprise David Gamage and Shruti Rana 16. Income Tax and Incentives for Corporate Transactions: A Japanese Perspective Tetsuya Watanabe 17. Tax Law Influences on the Form and Substance of Equity Compensation in the United States Mark P. Gergen 18. Public Enforcement: An Update of Literature on Resource-Based Evidence Howell E. Jackson 19. Transparency and Corporate Governance Benjamin E. Hermalin 20. Reverse Engineering SOX versus J-SOX: A Lesson in Legislative Policy Zenichi Shishido and Sadakazu Osaki 21. Regulating in the Dark Roberta Romano Comments Noriyuki Yanagawa General Comments Mark Ramseyer Index

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Book SynopsisThe financial crisis that engulfed global markets in 2008 created an acute need for improved international economic cooperation. Despite the G20’s prominent coordination role, the regulatory response to the crisis has varied considerably across governance arenas. This book focuses on international taxation and examines how the financial crisis prompted renewed attempts to enhance international tax transparency and confront tax havens. It highlights the complexity of international regime change and the significance of national and financial interests, international organizations, domestic politics and the emerging G20 leaders forum in this process.This timely book highlights the challenges in post-financial crisis global economic governance, information that will strongly appeal to scholars and graduate students in the fields of political science, international political economy, global governance, international taxation and law. Stakeholders in the international tax regime including diplomats and tax administrators, international organizations, NGO and business representatives will also find plenty of enriching information in this study.Trade Review‘This book is an exceptionally interesting and well-researched analysis of one of the most important reforms in global governance that have been put into place in the wake of the global financial crisis that began in 2007. Eccleston insightfully draws on and contributes to theories of global governance, explaining the surprisingly innovative and successful aspects of the global arrangements for combating tax evasion while also highlighting their deficiencies.’ -- Tony Porter, McMaster University, Canada‘In the atmosphere of fiscal emergency after the financial crisis, international tax policy has become a critical concern. There is no better guide to inter-linked political and economic challenges that result than Richard Eccleston’s new book, The Dynamics of Global Economic Governance. Eccleston provides a detailed and authoritative guide to global tax governance after the financial crisis, and makes a highly persuasive case that the current international tax regime is fundamentally flawed in its efforts to combat tax evasion.’ -- Jason Sharman, Griffith University, AustraliaTable of ContentsContents: Introduction: The Financial Crisis and the Politics of International Tax Cooperation 1. Governing International Taxation: Problems and Challenges 2. The Dynamics of Global Governance 3. Politics Without Conviction: The OECD’s Failed Harmful Tax Competition Initiative 4. The Financial Crisis and the Politics of International Tax Cooperation 5. The Domestic Politics of International Tax Cooperation in the United States and Switzerland 6. Beyond the Financial Crisis: Regime Implementation and Effectiveness Conclusion: Regime Dynamics and the Sustainability of International Tax Cooperation Index

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Book SynopsisThis Research Handbook is quite timely in its broad coverage of most, if not all, main aspects of SWFs, which have become such important players in the international investment arena. Thanks to the contribution of specialists with a diverse background in law, taxation, international economics, relations and governance, this book offers a comprehensive picture of their structure, functions, governance and practices. The analysis includes the impact that SWFs have both in individual host states where they invest and as agents of development in the global economy.'- Giorgio Sacerdoti, Bocconi University, ItalyResearch into the role of sovereign investments in a time of crisis is still unsatisfactory. This timely Research Handbook investigates the juridical foundation of sovereign wealth funds and investments and extends our frontier of understanding in this important area.Current research surrounding sovereign wealth funds is focused on investment flows and trends that are grounded in economics, neglecting to consider the role of law and governance in the investigation. From a legal perspective, the Handbook narrates a 'passive' side of sovereign wealth funds and state owned companies, exploring how and to what extent the legal constraints imposed by host States act as barriers to investments. Additionally, the active side is also discussed and the influence of ethical principles, treaty re-negotiations and sovereign immunity practices on state investments considered.A comprehensive reference on a complex area of research, the Handbook will be a valuable addition to the library of scholars and students interested in investment law, central banks, international economics and governance.Contributors: G. Adinolfi, F. Bassan, M. Castelli, L. Catà Backer, A. De Luca, S. Ghahramani, K. Gordon, L. Hsu, A.Lee, F. Munari, J. Pohl, B.J. Richardson, P. Rose, F. Scacciavillani, M. Vellano, A. Viterbo, T. Weiler, E. WhitsittTrade Review‘This Research Handbook is quite timely in its broad coverage of most, if not all, main aspects of SWFs, which have become such important players in the international investment arena. Thanks to the contribution of specialists with a diverse background in law, taxation, international economics, relations and governance, this book offers a comprehensive picture of their structure, functions, governance and practices. The analysis includes the impact that SWFs have both in individual host states where they invest and as agents of development in the global economy.’ -- Giorgio Sacerdoti, Bocconi University, ItalyTable of ContentsContents: PART 1 INTRODUCTION Introduction Fabio Bassan 1. SWFs and State Investments: A Preliminary General Overview Massimiliano Castelli and Fabio Scacciavillani PART II SWFS AND OTHER FORMS OF SOVEREIGN INVESTMENT 2. Sovereign Wealth Funds: A Definition and Classification Fabio Bassan 3. SWFs in Five Continents and Three Narratives: Similarities and Differences Larry Catá Backer PART III SWF AND INTERNATIONAL REGULATION 4. Santiago GAPPs and Code of Conducts: Limits and Chances of Negotiated Rules Locknie Hsu 5. Policy Frameworks for SWF Investments - OECD and Host Country Perspectives Kathryn Gordon and Joachim Pohl PART IV SWF AND REGULATION AT REGIONAL AND NATIONAL LEVEL 6. The Foreign Investment and National Security Act Of 2007: An Assessment of its Impact on Sovereign Wealth Funds and State-Owned Enterprises Paul Rose 7. The EU and Member States: FDI, Portfolio Investments, Golden Powers and SWFs Anna De Luca 8. SWFs and Taxation: National, Bilateral and Multilateral Approach Fabio Bassan PART V SWF INVESTMENT PROTECTION 9. SWF and State Immunity: Overcoming the Contradiction Giovanna Adinolfi 10. Sovereign Wealth Funds and Bilateral Investment Treaties’ New Models: Issues, New Trends and State Practice Elizabeth Whitsitt and Todd Weiler PART VI SWF’S RELEVANCE AND EFFECTS ON INTERNATIONAL INVESTMENTS 11. SWFs and Human Rights Protection Salar Ghahramani 12. SWFs and Environmental Protection Francesco Munari 13. SWFs and Development Michele Vellano and Annamaria Viterbo 14. Social Investing without Legal Imprimatur: the Latent Possibilities for SWFs Benjamin J. Richardson and Angela Lee Index

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Book SynopsisVirtual currencies, particularly crypt-currencies, have been identified as potential money laundering and terrorism financing instruments due to their ability to transfer money anonymously and instantaneously over the globe. Governments and regulators have also recognized the need to more closely monitor and track virtual currency purchases and accounts to avoid the industry being exploited for money laundering or terrorism financing purposes, as explained in this book. The broad overview of various international legal approaches attempting to address this issue would be a great resource for legal and anti-money laundering or counter terrorism financing graduate students, scholars and practitioners interested in virtual currencies research.'- Raymond Choo, University of South Australia'This book is a comprehensive, highly detailed review of cybercrime and the issues raised by gambling in virtual environments. It makes an excellent contribution to the evolving discussion about the risks and controls relating to these activities. I would highly recommend it to anyone interested in financial crime and virtual environments from an international perspective.'- Liz Falconer, University of the West of England, UKIn this unique book, the authors examine the relationship between real world legislation and new advancements in technology, showing how this can lead to loopholes in legislative protection. They draw on empirical research to highlight the jurisprudential issues relating to economic internet crime and digital currencies.Advancements in technology have seen gambling behavior transverse a new path. The law has not kept pace with such advances, leaving grey areas of concern undiscussed and unregulated.The authors provide a critical discussion on laws relating to gambling in virtual worlds, commenting that terms such as 'virtual' or fantasy are unhelpful in promoting effective legislation. The discussion reveals how virtual world gambling can lead on to other criminal acts within virtual worlds, and specifically examines the notion of cybercrime, economic internet crime and the problems associated with digital currencies. The book concludes by presenting the case for joined up national and international legislation to tackle virtual world crimes effectively.This distinctive study will appeal to researchers and advanced students with an interest in cybercrime, economic internet crime and virtual economies. Practitioners, policy-makers and law enforcement officers will find this book informative in promoting suitable legislation to encompass new technologies in economic crime.Contents: 1. Introduction to Virtual Worlds and Gambling 2. Cybercrime Critical Literature Review 3. Global and Virtual Gambling Legislation 4. International Measures Regulating Online Gambling 5. Global Regulation on Financial Crime 6. Digital Currencies and Financial Crime Conclusion and Recommendations IndexTrade Review’This is an informative book that is presented in a thoughtful and logical way and is written in an accessible style. As such it is useful to those unfamiliar with cybercrime, and explains in clear unambiguous language all concepts, ideas and legal frameworks, rather than burying them deeply in impenetrable technical jargon. This book therefore is of use both as an academic and practical text, and should reach a wide audience.’ -- Graham Brooks, Criminal Law and Criminal Justice Books’Virtual currencies, particularly crypt-currencies, have been identified as potential money laundering and terrorism financing instruments due to their ability to transfer money anonymously and instantaneously over the globe. Governments and regulators have also recognized the need to more closely monitor and track virtual currency purchases and accounts to avoid the industry being exploited for money laundering or terrorism financing purposes, as explained in this book. The broad overview of various international legal approaches attempting to address this issue would be a great resource for legal and anti-money laundering or counter terrorism financing graduate students, scholars and practitioners interested in virtual currencies research.’ -- Raymond Choo, University of South Australia’This book is a comprehensive, highly detailed review of cybercrime and the issues raised by gambling in virtual environments. It makes an excellent contribution to the evolving discussion about the risks and controls relating to these activities. I would highly recommend it to anyone interested in financial crime and virtual environments from an international perspective’ -- Liz Falconer, University of the West of England, UKTable of ContentsContents: 1. Introduction to Virtual Worlds and Gambling 2. Cybercrime Critical Literature Review 3. Global and Virtual Gambling Legislation 4. International Measures Regulating Online Gambling 5. Global Regulation on Financial Crime 6. Digital Currencies and Financial Crime Conclusion and Recommendations Index

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Book SynopsisWritten by exceptionally experienced practitioners in the field of finance, this enormously expert work is the ultimate answer to all questions anybody could ask about the law of financial collateral in England and Scotland, a stupendous achievement.'- Philip R. Wood, CBE, QC (Hon), Special Global Counsel, Allen & Overy LLP, London, UKAs the volume of transactions in European financial markets continues to grow, the use of financial collateral, be it in the form of cash, shares, bonds or credit claims, has become a critical tool in supporting and managing risk in financial transactions.This book is the first of its kind to offer a systematic examination of the whole law relating to financial collateral. It does so in two parts. First, it explains the law created by the Financial Collateral Arrangements (No 2) Regulations 2003, the Directive it implemented and related legislation. Second, it examines how financial collateral is used in practice in a range of different markets. It will be an essential reference point for all legal practitioners operating in financial markets.Key features:- Analytical rigour combined with insight into how financial collateral works in practice, covering both English and Scots law- Valuable discussion of control and possession tests, right of use, remedy of appropriation, close-out netting and impact of 'bail-in'- Explains use of financial collateral in the derivatives market, clearing houses, direct and indirect securities holding systems and use of repos, securities lending and prime brokerage- Highlights key issues on regulatory treatment and conflicts of laws- Discusses direction of future law reform- Written by leading experts in the field.Trade Review‘Written by exceptionally experienced practitioners in the field of finance, this enormously expert work is the ultimate answer to all questions anybody could ask about the law of financial collateral in England and Scotland, a stupendous achievement.’ -- Philip R. Wood, CBE, QC (Hon), Special Global Counsel, Allen & Overy LLP, London, UKTable of ContentsContents: PART I FINANCIAL COLLATERAL DIRECTIVE AND UK IMPLEMENTING REGULATIONS 1. Purpose of the Financial Collateral Directive, The Legislative Background and Key Issues Addressed by the Directive 2. Scope of the Financial Collateral Regulations 3. The Types of Financial Collateral: Cash, Financial Instruments and Credit Claims 4. Formal Requirements Disapplied by the Financial Collateral Regulations and Extent of Exemption from those Requirements 5. Impact of UK Insolvency Law and Bank Resolution Measures and the Extent to Which These are Disapplied in Relation to Financial Collateral Arrangements 6. Title Transfer Financial Collateral Arrangements 7. Security Financial Collateral Arrangements 8. Possession or Control Test to be Satisfied When Creating a Security Financial Collateral Arrangement 9. Extent to Which a Collateral-Provider May be Permitted to Exercise Rights Attaching to Charged Securities, Such as Voting Rights and the Right to Receive Income, if the Possession or Control Test is to be Satisfied 10. Close-out Netting Provisions and the Financial Collateral Regulations 11. The Right of Use and the Legal Consequences of its Exercise, Including Issues of Priority 12. Remedy of Appropriation 13. Financial Collateral and the Conflict of Laws 14. Retroactivity of the Financial Collateral Regulations PART II USE OF FINANCIAL COLLATERAL 15. Taking and Perfecting Security over Financial Collateral 16. Use of Securities Held in the CREST System as Collateral 17. Use of Close Out Netting and Financial Collateral in Relation to Derivatives (Including ISDA Documentation) 18. Special Issues Arising from the Use of Financial Collateral in Repos, Securities Lending and Prime Brokerage, Including Treatment of Client Assets and Use of Market Standard Documentation (Other Than ISDA Documentation) 19. Use of Book Entry Securities as Collateral 20. Use of Financial Collateral in UK Clearing Houses 21. Use of Contractual Set-Off and Flawed-Asset Arrangements for Taking Cash Collateral 22. Regulatory Treatment of Financial Collateral Arrangements; Margin Requirements for Non-Centrally Cleared Derivatives; and Reporting of Securities Financing Transactions 23. Scottish Law Perspective on the Financial Collateral Regulations and Their Application 24. Law Reform APPENDICES Index

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Book SynopsisThe recent financial crisis and associated real estate bubble demonstrated the damage that can be caused by imperfect financial market pricing. On the basis of these imperfections, strong financial returns earned by financial institutions in the run-up to 2008 were, in fact, illusory.Executive Compensation in Imperfect Financial Markets explores the relationship between bank lending, real estate markets and stock market prices. Offering a heterodox view of financial market pricing and its relationship with executive pay, this book offers a competing interpretation of the recent crisis, which emphasizes the role of bank leverage and investor expectations in generating instability - particularly through the interaction of financial institutions with the real estate market. In the process, it reveals that equity-based compensation incentivized increased bank leverage, which was a cardinal cause of the crisis.This timely book will be an essential read for all legal scholars and policy analysts operating in the field of banking and finance, as well as all those seeking a more rounded understanding of the financial crisis.Contents: 1. Introduction 2. An Analysis of the Role of Executive Compensation 3. Theories of Securities Market Operation: Principles and Flaws 4. Minsky and the Financial Instability Hypothesis: Implications for Market Efficiency 5. The Global Financial Crisis and the Complex Relationship between Asset Prices, Leverage, and Financial Instability 6. Post-Crisis Reform to Executive Compensation at Financial Institutions 7. Reconstituting Executive Compensation at Financial Institutions: Proposals for Reform 8. Conclusions IndexTrade Review'Jay Cullen's important book challenges the conventional wisdom that financial corporations will automatically further the public good as long as senior managers' pay is aligned with the share price. Drawing on behavioural finance and Minskyan economics, Cullen shows that flawed market pricing can cause, and result from, excessive risk-taking. As seen most recently in the financial crisis, these practices leads to enormous social costs, yet regulators face considerable pressure not to intervene in these market outcomes. The inclusion of an overview of recent regulation in this fast-moving area, as well as further suggestions for reform, makes this lucid and topical book essential reading for researchers and policy-makers in the field of corporate governance.' --Andrew Johnston, School of Law, University of Sheffield, UK'So much work on executive remuneration has looked at the specifics of executive compensation schemes without raising fundamental questions about capital markets' ability to price companies properly. This book has come to close this gap. With crisp and informed analysis of capital market dysfunctionalities, Dr Cullen's book brings an entirely new perspective on how to fix a broken system. Corporate boards, lawyers, and economists should all take stock of Cullen's argument.' --Emilios Avgouleas, University of Edinburgh, UK'Cullen's timely and important book demonstrates exactly what the problem is with executive compensation in banking and how to improve it. The current populist approach to simply cut banker pay is rejected in favour of a far more nuanced approach, fully cognizant of the inefficiencies in the very markets which value bonus share awards. The book encourages a much-needed long-term approach to compensation whilst also examining in an intelligent way the flaws in our seemingly efficient markets.' --Trevor Pugh, Head of Sterling Trading, HSBCTable of ContentsContents: 1. Introduction 2. An Analysis of the Role of Executive Compensation 3. Theories of Securities Market Operation: Principles and Flaws 4. Minsky and the Financial Instability Hypothesis: Implications for Market Efficiency 5. The Global Financial Crisis and the Complex Relationship between Asset Prices, Leverage, and Financial Instability 6. Post-Crisis Reform to Executive Compensation at Financial Institutions 7. Reconstituting Executive Compensation at Financial Institutions: Proposals for Reform 8. Conclusions Index

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Book SynopsisOne of the great successes of the law and economics movement has been the use of economic models to explain the structure and function of broad areas of law. The original contributions to this volume epitomize that tradition, offering state-of-the-art research on the many facets of economic modeling in law.The contributors employ a variety of economic methodologies to explore a wide range of topics, including torts, contracts, property, crime, employment, the environment, and legal procedure. This depth and breadth of scholarship reflect the continuing vitality of the economic approach to law, offering an illuminating look into the future of the field and providing inspiration and guidance for the next generation of theorists.This timely volume will appeal to students, professors and researchers in both law and economics, particularly those with an interest in the theoretical and practical intersections of the two fields.Contributors: L. Anderlini, M. Baker, F. Baumann, J. De Mot, B. Deporter, D. Dharmapala, W. Emons, L. Felli, C. Fluet, T. Friehe, N. Garoupa, Z. Grossman, S. Izmalkov, C. Landeo, R. McAdams, T. Miceli, M.Nikitin, J. Pincus, A. Postlewaite, R. Rabon, G. Ramello, K. Segerson, P. Shapiro, T. Tsvetanov, T. Ulen, N. Westelius, A. WickelgrenTable of ContentsContents: Introduction Thomas J. Miceli and Matthew J. Baker 1. Land Assemblage: Efficiency and Equity in Public–Private Projects Zachary Grossman, Jonathan Pincus and Perry Shapiro 2. The Economics of Activity Levels in Tort Liability and Regulation Nuno Garoupa and Thomas S. Ulen 3. Liability versus Regulation for Product-Related Risks Thomas J. Miceli, Rebecca Rabon and Kathleen Segerson 4. Regulation versus Liability: A Behavioral Economics Perspective Kathleen Segerson and Tsvetan Tsventanov 5. Strict Liability When Victims Choose the Value of the Asset at Risk Florian Baumann and Tim Friehe 6. Incentives for Care, Litigation, and Tort Reform Under Self-Serving Bias Claudia M. Landeo, Maxim Nikitin and Sergei Izmalkov 7. Tort Standards and Legal Expenditures: A Unified Model Jef De Mot and Ben Depoorter 8. Litigation Success Functions Jef De Mot 9. The Optimal Amount of Distorted Testimony When the Arbiter Can and Cannot Commit Winand Emons and Claude Fluet 10. Do Exclusionary Rules Convict the Innocent? Dhammika Dharmapala, Nuno Garoupa and Richard McAdams 11. Search, Seizure, and False (?) Arrest: An Analysis of Fourth Amendment Remedies When Police Can Plant Evidence Dhammika Dharmapala and Thomas J. Miceli 12. Crime, Expectations, and the Deterrence Hypothesis Matthew J. Baker and Niklas J. Westelius 13. Active Courts and Menu Contracts Luca Anderlini, Leonardo Felli and Andrew Postlewaite 14. The Efficiency of Affirmative Action with Purely Historical Discrimination Abraham L. Wickelgren 15. The Multi-layered Action of Trademark: Meaning, Law and Market Giovanni B. Ramello

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Book SynopsisCovering the most important areas of the subject, such as financial crises, the nature of the banking firm and issues in bank regulation, Economics of Financial Law is a comprehensive collection of the papers that have shaped the field of financial law. This original research review by editor Professor Geoffrey Miller provides a thorough and authoritative examination of the material and will prove to be an invaluable resource for academics and practitioners alike.Table of ContentsContents: Introduction Geoffrey P. Miller PART I THE NATURE OF THE BANKING FIRM 1. George J. Benston (2004), ‘What’s Special About Banks?’, Financial Review, 39 (1), February, 13–33 2. Martin Hellwig (1998), ‘Banks, Markets, and the Allocation of Risks in an Economy’, Journal of Institutional and Theoretical Economics, 154 (1), March, 328–45 3. Anil K. Kashyap, Raghuram Rajan and Jeremy C. Stein (2002), ‘Banks as Liquidity Providers: An Explanation for the Coexistence of Lending and Deposit-Taking’, Journal of Finance, 57 (1), February, 33–73 4. Douglas W. Diamond and Raghuram G. Rajan (2001), ‘Liquidity Risk, Liquidity Creation, and Financial Fragility: A Theory of Banking’, Journal of Political Economy, 109 (2), April, 287–327 PART II SHADOW BANKS 5. Gary Gorton and Andrew Metrick (2010), ‘Regulating the Shadow Banking System’, Brookings Papers on Economic Activity, 41 (2), Fall, 261–312 6. Morgan Ricks (2012), ‘A Regulatory Design for Monetary Stability’, Vanderbilt Law Review, 65 (5), October, 1289–360 PART III LIQUIDITY 7. Charles W. Calomiris and Charles M. Kahn (1991), ‘The Role of Demandable Debt in Structuring Optimal Banking Arrangements’, American Economic Review, 81 (3), June, 497–513 8. Gary Gorton and George Pennacchi (1990), ‘Financial Intermediaries and Liquidity Creation’, Journal of Finance, 45 (1), March, 49–71 PART IV LENDING 9. Gary Gorton and James Kahn (2000), ‘The Design of Bank Loan Contracts’, Review of Financial Studies, 13 (2), April, 331–64 10. Clifford W. Smith, Jr. and Jerold B. Warner (1979), ‘On Financial Contracting: An Analysis of Bond Covenants’, Journal of Financial Economics, 7 (2), June, 117–61 11. Douglas W. Diamond (1984), ‘Financial Intermediation and Delegated Monitoring’, Review of Economic Studies, 51 (3), July, 393–414 12. Franklin Allen and Anthony M. Santomero (1997), ‘The Theory of Financial Intermediation’, Journal of Banking and Finance, 21 (11–12), December, 1461–85 PART V CAPITAL 13. Douglas W. Diamond and Raghuram G. Rajan (2000), ‘A Theory of Bank Capital’, Journal of Finance, 55 (6), December, 2431–65 14. Berry K. Wilson and Edward J. Kane (1996), ‘The Demise of Double Liability as an Optimal Contract for Large-Bank Stockholders’, NBER Working Paper No. 5848, December, i, 2–24, notes 15. Benjamin C. Esty (1998), ‘The Impact of Contingent Liability on Commercial Bank Risk Taking’, Journal of Financial Economics, 47 (2), February, 189–218 16. John C. Coffee, Jr. (2011), ‘Systemic Risk After Dodd-Frank: Contingent Capital and the Need for Regulatory Strategies Beyond Oversight’, Columbia Law Review, 111 (4), May, 795–847 17. Patrick Bolton and Frédéric Samama (2012), ‘Capital Access Bonds: Contingent Capital with an Option to Convert’, Economic Policy, 27 (70), April, 277–317 18. Charles W. Calomiris and Richard J. Herring (2013), ‘How to Design a Contingent Convertible Debt Requirement That Helps Solve Our Too-Big-to-Fail Problem’, Journal of Applied Corporate Finance, 25 (2), Spring, 39–62 PART VI BANK RUNS AND SYSTEMIC RISK 19. Douglas W. Diamond and Philip H. Dybvig (1983), ‘Bank Runs, Deposit Insurance, and Liquidity’, Journal of Political Economy, 91 (3), June, 401–19 20. Charles W. Calomiris (1990), ‘Is Deposit Insurance Necessary? A Historical Perspective’, Journal of Economic History, 50 (2), June, 283–95 Index Volume II Acknowledgements An introduction to both volumes by the editor appears in Volume I PART I FINANCIAL CRISES 1. Franklin D. Roosevelt (1933), ‘First Fireside Chat, Delivered on 12th March 1933’, [accessed at http://www.presidency.ucsb.edu/ws/?pid=14540, 09.07.2015], re-set 2. Viral V. Acharya (2009), ‘A Theory of Systemic Risk and Design of Prudential Bank Regulation’, Journal of Financial Stability, 5 (3), September, 224–55 3. Steven L. Schwarcz (2008), ‘Systemic Risk’, Georgetown Law Journal, 97 (1), 193–249 4. Ben S. Bernanke (1983), ‘Nonmonetary Effects of the Financial Crisis in Propagation of the Great Depression’, American Economic Review, 73 (3), June, 257–76 5. Erik F. Gerding (2009), ‘Code, Crash, and Open Source: The Outsourcing of Financial Regulation to Risk Models and the Global Financial Crisis’, Washington Law Review, 84 (2), 127–98 6. Geoffrey P. Miller and Gerald Rosenfeld (2010), ‘Intellectual Hazard: How Conceptual Biases in Complex Organizations Contributed to the Crisis of 2008’, Harvard Journal of Law and Public Policy, 33 (2), March, 807–40 7. Martin F. Hellwig (2009), ‘Systemic Risk in the Financial Sector: An Analysis of the Subprime-Mortgage Financial Crisis’, De Economist, 157 (2), June, 129–207 PART II ISSUES IN BANK REGULATION 8. Kenneth E. Scott (1977), ‘The Dual Banking System: A Model of Competition in Regulation’, Stanford Law Review, 30 (1), November, 1–50 9. Henry N. Butler and Jonathan R. Macey (1988), ‘The Myth of Competition in the Dual Banking System’, Cornell Law Review, 73 (4), May, 677–718 10. Roberta Romano (2014), ‘For Diversity in the International Regulation of Financial Institutions: Critiquing and Recalibrating the Basel Architecture’, Yale Journal on Regulation, 31 (1), Winter, 1–76 11. Brett McDonnell and Daniel Schwarcz (2011), ‘Regulatory Contrarians’, North Carolina Law Review, 89 (5), 1629–79 12. James R. Barth, Gerard Caprio Jr. and Ross Levine (2004), ‘Bank Regulation and Supervision: What Works Best?’, Journal of Financial Intermediation, 13 (2), April, 205–48 13. Eric Posner and E. Glen Weyl (2013), ‘Benefit-Cost Analysis for Financial Regulation’, American Economic Review, 103 (3), May, 1–5 PART III GOVERNANCE 14. KJ Hopt (2013), ‘Corporate Governance of Banks and Other Financial Institutions After the Financial Crisis’, Journal of Corporate Law Studies, 13 (2), October, 219–53 15. Lucian A. Bebchuk (2010), ‘How to Fix Bankers’ Pay’, Daedalus, 139 (4), Fall, 52–60 PART IV CENTRAL BANKS 16. C A E Goodhart (2010), ‘The Changing Role of Central Banks’, Bank for International Settlements (BIS) Working Papers, 326, vii, ix, 1–23 17. Ben S. Bernanke and Mark Gertler (2001), ‘Should Central Banks Respond to Movements in Asset Prices?’, American Economic Review, Papers and Proceedings, 91 (2), May, 253–7 18. Alberto Alesina and Lawrence H. Summers (1993), ‘Central Bank Independence and Macroeconomic Performance: Some Comparative Evidence’, Journal of Money, Credit and Banking, 25 (2), May, 151–62 PART V CONSUMER BANKING 19. Oren Bar-Gill (2009), ‘The Law, Economics and Psychology of Subprime Mortgage Contracts’, Cornell Law Review, 94, 1073–151 20. Oren Bar-Gill and Elizabeth Warren (2008), ‘Making Credit Safer’, University of Pennsylvania Law Review, 157 (1), November, 1–101 21. Michael S. Barr (2004), ‘Microfinance and Financial Development’, Michigan Journal of International Law, 26 (27), Fall, 271–96 Index

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Book SynopsisThe growth of financial markets has clearly outpaced the development of financial market regulations. With growing complexity in the world of finance, and the resultant higher frequency of financial crises, all eyes have shifted toward the current inadequacy of financial regulation.This book expertly examines what this episode means for Asia's financial sector and its stability, and what the implications will be for the region's financial regulation. By focusing on legal and institutional frameworks, the book also elaborates on various issues and challenges in terms of how financial liberalization can maximize the benefits and minimize the risks of crisis.The book will appeal to academics, students, and policymakers across a diverse range of fields including: international finance and trade, economics, Asian studies, development, and development economics.Trade Review‘Policymakers and academics, especially those interested in understanding the complexity of Asian economies, may ?nd this book very useful as a starting point in their studies.’ -- Asian-Pacific Economic LiteratureTable of ContentsContents: PART I INTRODUCTION 1. Overview and Summary Iwan J. Azis and Hyun Song Shin PART II MACRO PRUDENTIAL SUPERVISORY SYSTEM AND DEVELOPMENT IMPACT 2. Monetary Aggregates and Procyclicality of the Financial System: An Asian Perspective Joon-Ho Hahm, Hyun Song Shin and Kwanho Shin 3. Non-Core Bank Liabilities and Vulnerability to Crisis: Implications for Asia Joon-Ho Hahm, Hyun Song Shin and Kwanho Shin 4. Monetary Aggregates and Global Liquidity: Evidence from Individual Firm Data from Asia Hyun Song Shin and Laura Yi Zhao 5. Economy-Wide Vulnerability in Asia: Flow-of-Fund Analysis Iwan J. Azis and Damaris Yarcia PART III ISSUES AND CHALLENGES ON LEGAL AND INSTITUTIONAL FRAMEWORK FOR EMERGING ASIA 6. Addressing Systemic Risk in East Asia: Financial Regulatory Design Rolf H. Weber, Douglas W. Arner, Evan C. Gibson and Simone Baumann 7. Financial Innovation and Development in East Asia: Balancing Risks and Opportunities Ross P. Buckley, Douglas W. Arner and Michael Panton 8. Implications of Global Financial and Regulatory Policies on Systemic Risk in Asia Fariborz Moshirian PART IV FINANCIAL INTEGRATION AND COOPERATION TO SUPPORT FINANCIAL STABILITY 9. Equity Home Bias, Financial Integration, and Regulatory Reforms: Implications for Emerging Asia Cyn-Young Park and Rogelio V. Mercado, Jr. 10. Regional Financial Arrangements: Lessons from the Eurozone Crisis for East Asia Emilios Avgouleas, Douglas W. Arner and Uzma Ashraf 11. The Role of Deposit Insurance in Financial Stability: Issues and Options in ASEAN + 3 A. Michael Andrews 12. Effective Resolution Regimes for Financial Institutions in ASEAN + 3 A. Michael Andrews 13. Capital Structure and the Issuance of Corporate Bonds in Emerging Asia Paul Mizen, Frank Packer, Eli Remolona and Serafeim Tsoukas PART V FINANCIAL SUPERVISION AND DEVELOPMENT CHALLENGES IN ASIA 14. Financial Monitoring in the New ASEAN-5 Countries Se Hee Lim and Noel Reyes 15. Financial Inclusion and Regulatory Implications Qifeng Zhang and Josephine Valle-Sison 16. Innovative Financing Modalities for SMEs and the Regulatory Implications Shigehiro Shinozaki 17. Global Financial Regulatory Trends and Challenges for the Development of the Insurance and Pensions Sector in the Asia-Pacific Region Arup Chatterjee 18. Impact of the Global Financial Crisis on Trade Finance in Asia and Cooperation that Reduced the Impact Steven Beck Index

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Book SynopsisFiduciary duties are widely viewed as essential to myriad private relationships, including guardianships, employment relationships, trusts, business organizations, and professional relationships. Recently, legal scholars and courts have devoted increasing attention to the application of fiduciary principles to public officials and public institutions. Some have argued that fiduciary relationships are unified by a common structure, but courts and commentators typically treat each fiduciary relationship as distinct. As a result, fiduciary law is often viewed as fragmented. The Research Handbook on Fiduciary Law shows that fiduciary law can be a distinctive field of study in its own right. This timely work presents important accounts of fiduciary relationships and new ideas on how fiduciary law can be explained. Coverage includes discussion of fiduciary obligations, fiduciary remedies, the role of equity and trusts, and public fiduciary law. A number of comparative perspectives are introduced to highlight similarities and differences between leading jurisdictions. The chapters in this Research Handbook help to show why this subject has drawn so many distinctive points of view, and sheds new light on a multi-faceted and rapidly growing field of study.This Research Handbook will be of interest to readers concerned with both the theory and practice of fiduciary law, as it incorporates significant new insights and developments in the field. It will also act as a starting point of new inquiry for those looking to contribute to the field themselves. Contributors include: S.M. Bainbridge, S.L. Bray, C.M. Bruner, M. Conaglen, E.J. Criddle, D.A. DeMott, E. Fox-Decent, S. Galoob, M. Gelter, A.S. Gold, M. Harding, G. Helleringer, C. Hill, J. Hill, L.P.Q. Johnson, S.H. Kim, A. Laby, E. Leib, A. Licht, B. McDonnell, P. Miller, D.T. Rave, D.G. Smith, A. Tuch, J. VelascoTrade Review‘The Handbook is an impressive and wide-ranging treatment of various aspects of fiduciary law that has a great deal to say that is of interest and value to someone looking at the subject without a particular corporate or governance interest.’ -- Daniel J Carr, The Edinburgh Law ReviewTable of ContentsContents: Part I Theories of Fiduciary Law 1. Fiduciary Law’s Mixed Messages Evan J. Criddle 2. Interpreting Fiduciary Law Andrew S. Gold 3. Fiduciary Relationships, Fiduciary Law, and Trust Matthew Harding 4. Delimiting Fiduciary Status Julian Velasco Part II Fiduciary Duties 5. The Parable of the Talents Stephen M. Bainbridge 6. Fiduciary Law’s Anti-Corruption Norm Sung Hui Kim 7. Competing Accounts of Fiduciary Obligation Arthur B. Laby 8. Motivation, Information, Negotiation: Why Fiduciary Accountability Cannot be Negotiable Amir N. Licht 9. Dimensions of Fiduciary Loyalty Paul B. Miller Part III Liability and Remedies 10. Punitive Damages Against Trustees? Samuel L. Bray 11. Culpable Participation in Fiduciary Breach Deborah A. DeMott Part IV Corporations 12. Structural Bias, R.I.P.? Claire A. Hill and Brett H. McDonnell 13. Relating fiduciary duties to corporate personhood and corporate purpose Lyman P.Q. Johnson Part V Comparative Fiduciary Law 14. Opting Out of Fiduciary Duties and Liabilities in U.S. and U.K. Business Entities Christopher M. Bruner 15. Directors’ Duties and Legal Safe Harbours: A Comparative Analysis Jennifer G. Hill and Matthew Conaglen 16. Corporate Opportunities in the US and in the UK: How differences in enforcement explain differences in substantive fiduciary duties Martin Gelter and Genevieve Helleringer 17. The Weakening of Fiduciary Law Andrew F. Tuch Part VI Public Fiduciaries 18. Challenges to Public Fiduciary Theory: An Assessment Evan Fox-Decent 19. The Core of Fiduciary Political Theory Stephen R. Galoob and Ethan J. Leib 20. Institutional Competence in Fiduciary Government D. Theodore Rave Index

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Book SynopsisWith fifty trillion in worldwide assets, the growth of mutual funds is a truly global phenomenon and deserves a broad international analysis. Local political economies and legal regimes create different regulatory preferences for the oversight of these funds, and academics, public officials and legal practitioners wishing to understand the global investing environment will require a keen awareness of these international differences. The contributors, leading scholars in the field of investment law from around the world, provide a current legal analysis of funds from a variety of perspectives and using an array of methodologies that consider the large fundamental questions governing the role and regulation of investment funds. This volume also explores the identity and behavior of investors as well as issues surrounding less orthodox funds, such as money market funds, ETFs, and private funds.This Handbook will provide legal and financial scholars, academics, lawyers and regulators with a vital tool for working with mutual funds.Contributors include: W.A. Birdthistle, M. Bullard, I.H-Y Chiu, B. Clarke, Q. Curtis, D.A. DeMott, J. Fanto, J.E. Fisch, P. Hanrahan, L.P.Q. Johnson, W.A. Kaal, A.K. Krug, A.B. Laby, J.D. Morley, A. Palmiter, I. Ramsay, E.D. Roiter, M. White, D.A. ZetzscheTrade Review'A splendid and illuminating overview of the regulation of mutual funds. The Research Handbook assembles contributions from leading scholars in the United States and around the world, offering a fascinating array of perspectives on the challenges facing mutual fund investors and regulators. The volume includes both insightful analyses of existing regulatory practices and creative prescriptions for reforms and renewal. The book will be an invaluable resource for both scholars and practitioners interested in understanding the evolution and future of the regulation of mutual funds.' --Howell Jackson, Harvard University, Law School, USTable of ContentsContents: List of Contributors Introduction to the Research Handbook on the Regulation of Monetary Funds William A. Birdthistle and John Morley PART I THE ROLE AND REGULATION OF INVESTMENT FUNDS 1. Why Do Investment Funds Have Special Securities Regulation? John Morley 2. The Rise and Fall of the Mutual Fund Brand Mercer Bullard 3. Fiduciary Contours: Perspectives on Mutual Funds and Private Funds Deborah A. DeMott 4. The Fiduciary Structure of Investment Management Regulation Arthur B. Laby PART II IDENTITY AND BEHAVIOR OF MUTUAL FUND INVESTORS 5. Who Are Mutual Fund Investors? Alan Palmiter 6. Protecting Mutual Fund Investors: An Inevitable Eclecticism Lyman P.Q. Johnson 7. The Past and Present of Mutual Fund Fee Litigation Under Section 36(b) Quinn Curtis 8. Toward Better Mutual Fund Governance Anita K. Krug 9. Mutual Fund Compliance: Key Developments and Their Implications James Fanto PART III THE BROADER RANGE OF INVESTMENT FUNDS 10. Tales From The Dark Side: Money Market Funds and the Shadow Banking Debate Jill E. Fisch 11. Exchange-Traded Funds: Neither Fish Nor Fowl Eric D. Roiter 12. Free Funds: Retirement Savings as Public Infrastructure William A. Birdthistle 13. Confluence of Mutual and Hedge Funds Wulf A. Kaal PART IV INTERNATIONAL PERSPECTIVES ON INVESTMENT FUNDS 14. The Anatomy of European Investment Fund Law Dirk A. Zetzsche 15. Governance Aspects of Mutual Funds in Ireland Blanaid Clarke and Mark White 16. Regulating Collective Retail Investment Funds in the United Kingdom with the Objective of Investor Protection, and Some Implications Iris H-Y Chiu 17. Regulation of Mutual Funds in Australia Pamela Hanrahan and Ian Ramsay Index

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Book SynopsisIncreasing international investment, the proliferation of international investment agreements, domestic legislation and investor-state contracts have contributed to the development of a new field of international law that defines obligations between host states and foreign investors with investor-state dispute settlements. This involves not only vast sums, but also a panoply of rights, duties and shifting objectives at the juncture of national and international law and policy. This engaging Research Handbook provides an authoritative account of these diverse investment law issues.Written by international experts in the field, the contributions provide economic, political and legal perspectives to cover all aspects of international and national investment law. With regional perspectives from Africa, Asia, Australia and New Zealand, Europe, and Latin and North America, this Research Handbook offers an analytical overview of the key areas of current research interest and developments in investment law. Vitally, the expert contributors outline future and upcoming issues, as well as providing a research agenda for the topic.This Research Handbook will be an excellent resource for researchers in academic institutions, governments and non-governmental organisations, as well as for practitioners including government officials, negotiators and practicing lawyers.Contributors: I. Alvik, D. Atanasova, J. Baumgartner, C. Binder, D.N. Dagbanja, S.B. Danzman, E. De Brabandere, A. De Luca, A. Dimopoulos, K.F. Gómez, K. Gülay, A.R. Hippolyte, R.T. Hoffmann, L. Hsu, M. Jacobson, P. Janig, L. Johnson, M. Krajewski, K. Magraw, A. Mitchell, M. Molinuevo, P.M. Protopsaltis, S. Robert-Cuendet, G. Sacerdoti, L. Sándor, S. Schacherer, S.W. Schill, C. Titi, E. TuerkTrade Review'This formidable work brings together the leading experts in the field of international investment law to address cutting edge issues in that law as well as covering the particular problems that arise in geographical regions. Existing areas are competently surveyed. But more importantly, new areas such as the impact of sustainable development, the interface with trade in services, the context of economic crises and others are conveniently covered in a single book so that a search does not have to be made in several works to find the law. It is a work that will be of immense help to students, researchers and practitioners in the field.' --M. Sornarajah, National University of SingaporeTable of ContentsContents: PART I FOUNDATIONS 1. The political economy of bilateral investment treaties Sarah Bauerle Danzman 2. Legal approaches to foreign direct investment Stephan Schill and Kerem Gülay 3. Foreign investment law and developing countries Antonius Rickson Hippolyte 4. FDI, international investment agreements and the sustainable development goals Lise Johnson PART II INTERNATIONAL INVESTMENT AGREEMENTS 5. Trends and reform debates Elisabeth Tuerk, Jorun Baumgartner and Dafina Atanasova 6. Scope of international investment agreements and substantive protection standards Catharine Titi 7. Investment dispute settlement Anna De Luca and Giorgio Sacerdoti 8. FDI and services trade: connections in rules and dispute settlement Martín Molinuevo and Michael Jacobson PART III INVESTMENT REGULATIONS AND INCENTIVES 9. Investor-state contracts Ivar Alvik 10. Investment guarantees and political risk insurance Panayotis M. Protopsaltis PART IV REGIONAL PERSPECTIVES 11. Africa Dominic Npoanlari Dagbanja 12. Asia Locknie Hsu 13. Australia and New Zealand Andrew Mitchell 14. European Union Angelos Dimopoulos 15. Central and Eastern Europe Lénárd Sándor 16. Latin America Katia Fach Gómez 17. North America Kendra Magraw PART V CHALLENGES AND CONTENTIOUS ISSUES 18. International investment law and sustainable development Stefanie Schacherer and Rhea Tamara Hoffmann 19. Protection of the environment and international investment law Sabrina Robert-Cuendet 20. Human rights and international investment law Eric De Brabandere 21. Investment agreements and financial crises Christina Binder and Philipp Janig Index

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Book SynopsisNo single-volume publication brings together as many diverse and stimulating perspectives on secured financing law as does this EE Research Handbook. Its great strengths are asking hard questions and recognizing how difficult reform is. Contributors report on what works (and what doesn't), drawing on evidence from legal systems less often studied in this context (e.g., Brazil, Morocco). I cannot imagine a researcher in the field who would not be intrigued by analysis of such issues as access of women to secured financing, constraints Shari ah places on use of security devices, and reasons for Russia's meandering path to modernization.'- Peter Winship, SMU Dedman School of Law, USThis cutting-edge Handbook presents an overview of research and thinking in the field of secured financing, examining international standards and best practices of secured transactions law reform and its economic impact. Expert contributors explore the breadth and depth of the subject matter across diverse sectors, and illustrate the choices and trade-offs that policy makers face via a number of illuminating case studies.The book explores groundbreaking research across a comprehensive range of sectors and countries, including new, original analysis of Shari'ah compliant collateral regimes and improved access to finance for women. A diverse group of experts offer cutting-edge points of view as well as case studies from England and Wales, Morocco, Russia and Romania.The result is a unique and wide-ranging examination of secured transactions reform across the world and a valuable resource for researchers, government and development agencies, banks, and law firms.Contributors: J. Armour, S. Bazinas, N. Budd, A. Burtoiu, R. Calnan, F. Dahan, M. Dubovec, L. Gullifer, I. Istuk, T. Johnson, O. Lemseffer, C. de Lima Ramos, J. Lymar, C. Manuel, M.J.T. McMillen, A.P. Menezes, M. Mourahib, E. Murray, N. Nikitina, V. Padurari, J.-H. Röver, M. Uttamchandani, K. van Zwieten, P.R. WoodTrade Review‘No single-volume publication brings together as many diverse and stimulating perspectives on secured financing law as does this Research Handbook. Its great strengths are asking hard questions and recognizing how difficult reform is. Contributors report on what works (and what doesn’t), drawing on evidence from legal systems less often studied in this context (e.g., Brazil, Morocco). I cannot imagine a researcher in the field who would not be intrigued by analysis of such issues as access of women to secured financing, constraints Shari’ah places on use of security devices, and reasons for Russia’s meandering path to modernization.’ -- Peter Winship, Southern Methodist University, Dedman School of Law, USTable of ContentsContents: Foreword Philip R. Wood PART I SECURED TRANSACTIONS LAW, ECONOMIC IMPACT AND REFORM 1. How do Creditor Rights Matter for Debt Finance? A Review of Empirical Evidence John Armour, Antonia Menezes, Mahesh Uttamchandani And Kristin Van Zwieten 2. The Influence of the UNCITRAL Legislative Guide On Secured Transactions Spyridon V. Bazinas 3. A Single Framework Governing Secured Transactions? Comparative Reflections Frederique Dahan 4. Implementing Shari’ah-Compliant Collateral Security Regimes: Select Issues Michael J.T. Mcmillen 5. Levelling the Legal Playing Field: What the Law Can and Can’t do to Improve Women’s Access to Secured Finance Clare Manuel PART II SECURED FINANCING: MANY FACETS AND CONTEXTS 6. Untying the Gordian Knot: Farmers, Banks, Insurers, Warehouse Receipts, Commodity Exchanges, Collateral Managers and Access to Credit Nicholas Budd 7. Sowing the Good Seeds: The Brazilian Experience of Agriculture Financing Christian de Lima Ramos 8. The Potential of Factoring for Improving SME Access to Finance Ivor Istuk 9. Security in Project Finance and PPP and the Implications for Secured Transactions Law: “Security is a Shield, Not a Sword” Jan-Hendrik Röver 10. Keeping it Real: SME Financing, Secured Transactions and Risk Appetite Tom Johnson 11. Financial Collateral Arrangements and the Financial Markets Edward Murray 12. Fundamentals of Taking Security Interests in Bank Accounts Marek Dubovec PART III TRENDS AND PERSPECTIVES FOR REFORM 13. Secured Transactions Law Reform in Russia: A Tortuous but Ultimately Successful Journey Natalia Nikitina and Julia Lymar 14. Reforming an Established Secured Transactions Legal System: Why and How Morocco is Approaching the Challenge Mustapha Mourahib, Bertrand Fournier-Montgieux and Ouns Lemseffer 15. Taking Stock of Romanian Secured Transactions After 15 Years of Reform: A Mapping of Past, Present and Future Milestones Victor Pădurari and Andreea Simona Burtoiu 16. Piecemeal Reform: Is it The Answer? Louise Gullifer 17. What Makes a Good Law of Security? Richard Calnan Index

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Book SynopsisA heavily debated topic, the evolution of shareholders' duties risks the transformation of the very concept of shareholder primacy, crucially associated with shareholder rights. Offering a distinctive and comprehensive examination of both current and forthcoming enforcement mechanisms in the area of shareholder duties, this timely book provides an exhaustive analysis of the many issues related to these mechanisms, and considers the ongoing challenges surrounding their implementation.Enforcing Shareholders' Duties is unique in critically challenging the revised Shareholder Rights Directive as well as other legal provisions. Adopting a holistic view of the possible enforcement issues shareholders may face in company law, it argues for a measured approach in the design of such enforcement mechanisms and for a careful consideration of the effects of a legal interventionist approach. Astute and engaging chapters provide arguments and recommendations for future regulatory initiatives aimed at ensuring shareholders will remain incentivised to invest in companies, whilst still assuming their responsibilities.Students and researchers with an interest in financial and corporate law, particularly from a policy and governance angle, will find this book an important resource. Its focus on the emerging agenda surrounding the enforcement of shareholders' duties ensure it is also highly relevant for legislators, policymakers, and practitioners.Contributors include: A. Anand, H.S. Birkmose, J. Borg-Barthet, I.H.-Y. Chiu, M. Gargantini, E. Howell, C. Malberti, M. Neville, J. Payne, C. PuskaTrade Review'The great financial crisis of 2008 led the EU to rethink the relationship between listed companies and shareholders. Institutional investors have been requested to play a stewardship role in listed companies as well as banks, and to force management to take a more long-term view. Enforcing Shareholders' Duties offers the first comprehensive analysis on the enforcement of these new obligations, examining the key issue as to whether jurisdictions should choose private, public or ''social'' enforcement, or a combination thereof, and to what extent? This book will be of great interest to institutional investors, companies, policymakers and academics, not just in the EU, but also worldwide.' --Pierre-Henri Conac, University of Luxembourg'The imposition of engagement and/or fiduciary duties upon shareholders, whether institutional or controlling ones, is a relatively new phenomenon in most jurisdictions, the implications of which for corporate law can hardly be overestimated. This volume fills an important gap in the literature by focusing on the law in action of shareholder duties. Its rich and insightful chapters give the reader a refined, nuanced and comprehensive understanding of the challenges and ramifications of the policies underlying the imposition of shareholder duties.' --Luca Enriques, University of Oxford, UK'The role of shareholders is paramount in corporate governance, and their duties are underexplored. This important book makes a crucial contribution to rethinking the different ways in which shareholders' obligations may be made operational in corporate law - with implications that must concern all scholars, policymakers and practitioners in this area.' --Wolf-Georg Ringe, University of Hamburg, GermanyTable of ContentsContents: Foreword Takis Tridimas PART I: The Contours of Enforcement 1. Legal and Economic Rationales for Shareholder Duties and their Enforcement Anita Anand and Christopher Puskas 2. Duties Imposed on Specific Shareholders Only, and Enforcement Implications Hanne Birkmose 3. Shareholder Engagement Duties: The European Move beyond Stewardship Christoph Van der Elst PART II: The Sources of Enforcement 4. Contractual Enforcement of Shareholders’ Duties Corrado Malberti 5. Private vs Public Enforcement of Shareholder Duties Iris Chiu 6. Legal vs Social Enforcement of Shareholder Duties Konstantinos Sergakis PART III: Sanctioning Shareholders’ Duties 7. Enforcing shareholder duties through suspension of the exercise of voting rights Karsten Sørensen and Mette Neville 8. Financial Sanctions for breach of shareholders’ duties Jennifer Payne and Elizabeth Howell 9. The Basis of Shareholder Liability for Corporate Wrongs Christian A. Witting PART IV: Barriers to Enforcement 10. Barriers to Shareholder Identification and Entitlement Matteo Gargantini 11. Barriers to the Enforcement of Shareholders’ Duties Flowing from Primary EU Law Christoph Teichmann and Lothar Wolff 12. Jurisdictional Barriers to Enforcement Justin Borg-Barthet Index

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Book SynopsisSustainable development remains a high priority in international politics and commerce. This timely book explores how the contours and facets of economic, environmental and social sustainability are reflected in the legal norms that govern trade, investment and finance. Examining a range of issues arising from private initiatives, national conduct and international organisations, the chapters interrogate the role of powerful global actors in the pursuit of sustainable development: China, the United States and the EU are all recognised as significant actors in a wider context of global partnership. The authors identify and investigate challenges to the realisation of a coherent sustainable development policy, engaging with the complex interactions of international, regional and national mechanisms that pose significant problems for the future of the planet, its people and their prosperity. Offering interdisciplinary insights on legal frameworks through the lens of sustainability, this discerning book will appeal to a range of academics interested in sustainability, trade, investment and finance, while also offering crucial insights for policy-makers into specific areas of regulation.Trade Review‘Understanding the regulatory frameworks of trade, investment and finance and their impact on corporate sustainability is crucial. This highly topical volume provides fresh insights combined with a comprehensive analysis that makes it a necessary contribution not only in trade, investment and finance, but also for scholars, students and policy-makers of company law, corporate governance and business generally.’ -- Beate Sjåfjell, University of Oslo and coordinator of the SMART project, NorwayTable of ContentsContents: 1. The Concept of Sustainability and its Application in International Trade, Investment and Finance Clair Gammage and Tonia Novitz PART I TRADE LAW 2. Sustainable Trade, Renewable Energy and the WTO Daniel Szabo 3. Social Norms in EU-Free Trade Agreements: Justiciable or Not? Clair Gammage 4. Increasing the Social Sustainability of Trade Agreements in Terms of Labour Standards: Insights from the TPP Experience Franz Christian Ebert PART II SUPPLY CHAINS 5. Sustainable Global Supply Chains: From Transparency to Due Diligence Kasey McCall-Smith and Andreas Rühmkorf 6. Regulating Sustainability by Combining Legality Verification and Market Access: Critical Reflections on the EU’s FLEGT Scheme as ‘Smart-Mix’ Multi-Level Regulation for the Timber Sector Karin Buhmann and Iben Nathan PART III CONTENT OF INVESTMENT TREATIES 7. Old Players, New Rules: A Critique of the China-Ethiopia and China-Tanzania Bilateral Investment Treaties Amy Man 8. The Principle of ‘CBDR’ in BITs to Promote Sustainable Development Strategies while Combating Environmental Degradation: A Developing Country Perspective Shamila Dawood PART IV INVESTMENT ARBITRATION 9. Human Rights Obligations in Investor-State Contracts: Reconciling Investors' Legitimate Expectations with the Public Interest Enrique Boone Barrera 10. From Myopia to Flashes of Clear Vision? Deciding Interaction and Conflict of Treaties in Investor-State Arbitration after Urbaser v Argentina Ahmad Ghouri 11. Achieving Sustainable Development Objectives in International Investment Law through the Lens of Treaty Interpretation Ying-Jun Lin PART V FUNDING, FINANCE AND TAX 12. Fossil Fuels Divestment: A Strategy for Sustainability? Benjamin J. Richardson 13. Creative Cocktails or Toxic Brews? Blended Finance and the Regulatory Framework for Sustainable Development Celine Tan 14. Apple Tax: The Core Issues Irene Lynch Fannon Index

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Book SynopsisThe Economic and Monetary Union (EMU) constitutes a key pillar of the project of European integration, and the law serves as the infrastructure of the EU's system of economic governance. This comprehensive Research Handbook analyses and explains this complex architecture from a legal point of view and looks ahead to the challenges it faces and how these can be resolved. Bringing together contributions from leading academics from across Europe and top lawyers from several EU institutions, this Research Handbook is the first to cover all aspects of the Eurozone's legal ecosystem, including the fiscal, monetary, banking, and capital markets unions. In doing so, it offers an up-to-date and in depth assessment of the norms and procedures that underpin EMU, exploring the latest developments, highlighting the strengths and weaknesses of the existing framework, and making suggestions for necessary reform through policy and law. Scholars and advanced students with an interest in EU economic law will find this Research Handbook to be an indispensable guide. It will also prove valuable to policy-makers and legal advisors working in EU institutions, as well as practitioners in the field and officials in both EU and national administrations.Trade Review'This Research Handbook is a thorough and well-organized volume on European economic law. It is a timely publication given the fast pace of changes in European economic affairs and presents a balanced look at the strengths and weaknesses among European Monetary Union institutions with an eye to the future from the contributors’ perspectives. This particular addition to the series is unique among other publications for its in-depth analysis of EU economic law.'--Stephanie C Miller, International Journal of Legal InformationTable of ContentsContents: 1. Introduction Federico Fabbrini and Marco Ventoruzzo PART I Economic Union 2. Institutional architecture Alberto de Gregorio Merino 3. Fiscal Rules Jean-Paul Keppenne 4. Mechanisms of Financial Stabilization Tomi Tuominen 5. Fiscal Capacity Federico Fabbrini PART II Monetary Union 6. Institutional architecture (ECB, Eurosystem) Phoebus Athanassiou 7. Conventional & Unconventional Monetary Policy Aikaterini Pantazatou and Ioannis Asimakopoulos 8. Monetary Policy and Judicial Review Stefania Baroncelli 9. Adjustment Programs and Conditionality Roderic O’Gorman PART III Banking Union 10. The Single Rulebook and the European Banking Authority Valia Babis 11. Single Supervisory Mechanism Tobias H. Troeger 12. Single Resolution Mechanism Christos Gortsos 13. European Deposit Insurance Scheme Christos Gortsos PART IV Capital Markets Union 14. The European System of Financial Supervision Sophie Vuarlot-Dignac and Eugenia Siracusa 15. Capital Markets Union Danny Busch 16. Financial Services and Investment Funds Filippo Annunziata 17. Clearing and Settlement Nadia Linciano 18. Concluding remarks Andreas Heinzmann and Valerio Scollo Index

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Book SynopsisAnti-Money Laundering Regulation and Compliance: Key Problems and Practice Areas is a comprehensive treatment of the anti-money laundering/combatting the financing of terrorism (AML/CFT) and sanctions compliance programs, recordkeeping and reporting requirements, and the best practices under the Bank Secrecy Act (BSA) and sanctions regulatory regimes. AML/CFT and sanctions provisions are highly interrelated. Onboarding and customer due diligence requirements generate the data entered into transaction monitoring and screening systems.This book is unique in placing the prescriptive and program elements within the 'risk-based approach'that is foundational to AML/CFT compliance and the related risk management systems. Relatedly, the book describes corporate governance best practices and the 'three lines of defense' model that hold management accountable for exposure to money laundering and terrorist financing risks created by their business strategies. The book includes practical guidance on AML/CFT and sanctions model risk management, reflecting firms' growing reliance on machine learning and AI compliance solutions and the compliance risk of firms that adhere to Federal Reserve model risk management expectations. Also unique in the literature, it identifies a 'compliance paradox' that arises from the sharp tension between firms' modes of generating revenue and the law enforcement focus of AML/CFT and sanctions regulation and explains how this tension can compromise compliance.Anti-Money Laundering Regulation and Compliance also serves as a go-to guide for practitioners and beginners in the field or as a required text in graduate, certificate, and law school programs.Trade Review'Alexander Dill‘s Anti-Money Laundering Regulation and Compliance provides a uniquely intelligent walk through the AML system that is so often reduced to a complex web of rules: the author approaches his topic from the most challenging end, trying to make sense of that enigmatic risk based approach... This book helps, like few others, those working within the financial services industry and outside observers alike to make sense of these heavily criticized AML standards.' -- Mark Pieth, University of Basel, SwitzerlandTable of ContentsContents: Preface 1. Introduction to Anti-Money Laundering Regulation and Compliance 2. Introductory overview of money laundering and terrorist financing risks and their regulation 3. AML/CFT and OFAC regulatory, supervisory, and enforcement framework 4. AML/CFT and OFAC reporting, recordkeeping, and information-sharing requirements 5. Regulatory expectations for AML/CFT and OFAC compliance programs 92 6. The role of corporate governance in mitigating AML/CFT and OFAC compliance risk 7. The role of risk management in meeting AML/CFT and OFAC regulatory expectations 8. The risk-based approach to suspicious transaction monitoring and sanctions screening References Index

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Book SynopsisAnti-Money Laundering Regulation and Compliance: Key Problems and Practice Areas is a comprehensive treatment of the anti-money laundering/combatting the financing of terrorism (AML/CFT) and sanctions compliance programs, recordkeeping and reporting requirements, and the best practices under the Bank Secrecy Act (BSA) and sanctions regulatory regimes. AML/CFT and sanctions provisions are highly interrelated. Onboarding and customer due diligence requirements generate the data entered into transaction monitoring and screening systems.This book is unique in placing the prescriptive and program elements within the 'risk-based approach'that is foundational to AML/CFT compliance and the related risk management systems. Relatedly, the book describes corporate governance best practices and the 'three lines of defense' model that hold management accountable for exposure to money laundering and terrorist financing risks created by their business strategies. The book includes practical guidance on AML/CFT and sanctions model risk management, reflecting firms' growing reliance on machine learning and AI compliance solutions and the compliance risk of firms that adhere to Federal Reserve model risk management expectations. Also unique in the literature, it identifies a 'compliance paradox' that arises from the sharp tension between firms' modes of generating revenue and the law enforcement focus of AML/CFT and sanctions regulation and explains how this tension can compromise compliance.Anti-Money Laundering Regulation and Compliance also serves as a go-to guide for practitioners and beginners in the field or as a required text in graduate, certificate, and law school programs.Trade Review'Alexander Dill‘s Anti-Money Laundering Regulation and Compliance provides a uniquely intelligent walk through the AML system that is so often reduced to a complex web of rules: the author approaches his topic from the most challenging end, trying to make sense of that enigmatic risk based approach... This book helps, like few others, those working within the financial services industry and outside observers alike to make sense of these heavily criticized AML standards.' -- Mark Pieth, University of Basel, SwitzerlandTable of ContentsContents: Preface 1. Introduction to Anti-Money Laundering Regulation and Compliance 2. Introductory overview of money laundering and terrorist financing risks and their regulation 3. AML/CFT and OFAC regulatory, supervisory, and enforcement framework 4. AML/CFT and OFAC reporting, recordkeeping, and information-sharing requirements 5. Regulatory expectations for AML/CFT and OFAC compliance programs 92 6. The role of corporate governance in mitigating AML/CFT and OFAC compliance risk 7. The role of risk management in meeting AML/CFT and OFAC regulatory expectations 8. The risk-based approach to suspicious transaction monitoring and sanctions screening References Index

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Book SynopsisElgar Advanced Introductions are stimulating and thoughtful introductions to major fields in the social sciences, business and law, expertly written by the world's leading scholars. Designed to be accessible yet rigorous, they offer concise and lucid surveys of the substantive and policy issues associated with discrete subject areas.This important Advanced Introduction considers the multiple ways in which law and entrepreneurship intertwine. Shubha Ghosh expertly explores key areas defining the field, including lawyering, innovation policy, intellectual property and economics and finance, to enhance both legal and pedagogical concepts.Key features include: a survey of critical scholarly articles in the field of law and entrepreneurship analysis of challenges to legal professions in the new technological environment traces the roots of law and entrepreneurship to scholarly study of intellectual property. This Advanced Introduction will be a useful resource for scholars and instructors in law and business schools who teach courses on innovation and entrepreneurship. Students at both undergraduate and postgraduate levels will also appreciate the insights provided into the basic concepts, methods and future research directions.Table of ContentsContents: 1. Concepts 2. Lawyering and entrepreneurship 3. Social entrepreneurship 4. Intellectual property law and entrepreneurship 5. Entrepreneurship and innovation policy 6. Economics, markets and entrepreneurship 7. Finance and entrepreneurship 8. Future directions Selected bibliography Index

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Book SynopsisElgar Advanced Introductions are stimulating and thoughtful introductions to major fields in the social sciences, business and law, expertly written by the world's leading scholars. Designed to be accessible yet rigorous, they offer concise and lucid surveys of the substantive and policy issues associated with discrete subject areas.This important Advanced Introduction considers the multiple ways in which law and entrepreneurship intertwine. Shubha Ghosh expertly explores key areas defining the field, including lawyering, innovation policy, intellectual property and economics and finance, to enhance both legal and pedagogical concepts.Key features include: a survey of critical scholarly articles in the field of law and entrepreneurship analysis of challenges to legal professions in the new technological environment traces the roots of law and entrepreneurship to scholarly study of intellectual property. This Advanced Introduction will be a useful resource for scholars and instructors in law and business schools who teach courses on innovation and entrepreneurship. Students at both undergraduate and postgraduate levels will also appreciate the insights provided into the basic concepts, methods and future research directions.Table of ContentsContents: 1. Concepts 2. Lawyering and entrepreneurship 3. Social entrepreneurship 4. Intellectual property law and entrepreneurship 5. Entrepreneurship and innovation policy 6. Economics, markets and entrepreneurship 7. Finance and entrepreneurship 8. Future directions Selected bibliography Index

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Book SynopsisThis indispensible book offers step-by-step guidance to small and mid-sized companies and non-profit organizations in managing corruption risks in overseas markets. It covers how and why to build a culture of integrity, develop a risk-based anti-corruption compliance programme, and engage with other industry players in collective action against shared corruption challenges. The focus on culture, compliance and collective action helps resource-stretched companies to build a strong foundation for a healthy and flourishing organization, as well as contribute towards raising standards of integrity across their industry. Key features include: Guidance for creating and contributing to collective action Quick definitions, tips and practical tools such as checklists A hands-on approach with an emphasis on culture and leadership Case studies and real-life examples of both corruption risks and the importance of a strong compliance culture. Anti-Corruption Compliance will be an invaluable resource for senior managers of small and mid-sized organizations in minimizing exposure to corruption risks in international markets. It will also prove useful to corporate lawyers and others involved with compliance functions in larger companies, as well as to academics and students of corporate law with an interest in anti-corruption and compliance.Trade Review'This book should have a place in the libraries of SMEs and MNEs alike, and worn copies on the desks of compliance personnel and other senior company officers concerned with risk. Well-written and researched, the book should help enlighten and inform its primary audience of SMEs as well as others ranging from experienced compliance professionals at MNEs to regulators and academics. The case studies put real meat on the bones of sometimes obtuse or confusing anti-corruption laws and showcase possible compliance responses and good governance solutions to difficult real-life corruption risks.' --Michael Silverman, Hughes Hubbard & Reed LLP and first World Bank Group Integrity Compliance Officer, US'This book is a must-read for people who are serious about understanding and complying with the myriad rules about corruption. The book is concise and direct, but comprehensive - it packs tremendous insight into a digestible format. I recommend this book to everyone with an interest in corruption control.' --Philip M. Nichols, University of Pennsylvania, US'Anti-corruption compliance is a must for SMEs as they are more vulnerable than large multinationals. At the same time, putting in place an anti-bribery anti-corruption (ABAC) compliance programme is often considered costly and burdensome, especially for SMEs. Gemma Aiolfi debunks these assumptions. The author, who has extensive experience in the area, clearly illustrates how anti-corruption compliance ought not to be ''a standalone topic but plays into wider frameworks of business strategy and risk management''. As she rightly points out ABAC compliance is not only a question of policies, process and procedures; it is first and foremost a pillar for a sound and sustainable corporate culture. In that respect being an SME may be an advantage rather than a disadvantage. Aiolfi's book addresses policy issues and presents practical solutions in a condensed and user-friendly manner. It is great reading for all practitioners, be they chief compliance officers, in house and external lawyers or CEOs.' --Nicola Bonucci, Paul Hastings (Europe) LLP, Paris, FranceTable of ContentsContents: 1. Introduction 2. Drivers of anti-corruption compliance affecting SMEs 3. Culture, leadership and governance 4. Corruption risks in context and how to assess them 5. From the code of conduct to controls 6. Common questions and practical tips 7. Anti-corruption collective action Appendix: International anti-corruption standards and a selection of national laws Index

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Book SynopsisThis indispensible book offers step-by-step guidance to small and mid-sized companies and non-profit organizations in managing corruption risks in overseas markets. It covers how and why to build a culture of integrity, develop a risk-based anti-corruption compliance programme, and engage with other industry players in collective action against shared corruption challenges. The focus on culture, compliance and collective action helps resource-stretched companies to build a strong foundation for a healthy and flourishing organization, as well as contribute towards raising standards of integrity across their industry. Key features include: Guidance for creating and contributing to collective action Quick definitions, tips and practical tools such as checklists A hands-on approach with an emphasis on culture and leadership Case studies and real-life examples of both corruption risks and the importance of a strong compliance culture. Anti-Corruption Compliance will be an invaluable resource for senior managers of small and mid-sized organizations in minimizing exposure to corruption risks in international markets. It will also prove useful to corporate lawyers and others involved with compliance functions in larger companies, as well as to academics and students of corporate law with an interest in anti-corruption and compliance.Trade Review'This book should have a place in the libraries of SMEs and MNEs alike, and worn copies on the desks of compliance personnel and other senior company officers concerned with risk. Well-written and researched, the book should help enlighten and inform its primary audience of SMEs as well as others ranging from experienced compliance professionals at MNEs to regulators and academics. The case studies put real meat on the bones of sometimes obtuse or confusing anti-corruption laws and showcase possible compliance responses and good governance solutions to difficult real-life corruption risks.' --Michael Silverman, Hughes Hubbard & Reed LLP and first World Bank Group Integrity Compliance Officer, US'This book is a must-read for people who are serious about understanding and complying with the myriad rules about corruption. The book is concise and direct, but comprehensive - it packs tremendous insight into a digestible format. I recommend this book to everyone with an interest in corruption control.' --Philip M. Nichols, University of Pennsylvania, US'Anti-corruption compliance is a must for SMEs as they are more vulnerable than large multinationals. At the same time, putting in place an anti-bribery anti-corruption (ABAC) compliance programme is often considered costly and burdensome, especially for SMEs. Gemma Aiolfi debunks these assumptions. The author, who has extensive experience in the area, clearly illustrates how anti-corruption compliance ought not to be ''a standalone topic but plays into wider frameworks of business strategy and risk management''. As she rightly points out ABAC compliance is not only a question of policies, process and procedures; it is first and foremost a pillar for a sound and sustainable corporate culture. In that respect being an SME may be an advantage rather than a disadvantage. Aiolfi's book addresses policy issues and presents practical solutions in a condensed and user-friendly manner. It is great reading for all practitioners, be they chief compliance officers, in house and external lawyers or CEOs.' --Nicola Bonucci, Paul Hastings (Europe) LLP, Paris, FranceTable of ContentsContents: 1. Introduction 2. Drivers of anti-corruption compliance affecting SMEs 3. Culture, leadership and governance 4. Corruption risks in context and how to assess them 5. From the code of conduct to controls 6. Common questions and practical tips 7. Anti-corruption collective action Appendix: International anti-corruption standards and a selection of national laws Index

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