Toward A Unified Theory Of Materiality In Securities Law
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| Author | : Kurt S. Schulzke |
| Publisher | : |
| Total Pages | : 65 |
| Release | : 2018 |
| Genre | : |
| ISBN | : |
Regulatory efforts in the United States and European Union have recently refocused on materiality, an essential but elusive securities law concept. The renewed focus is due in part to increasing globalization of capital markets, data, and information channels that has highlighted inconsistencies in theory and application. In the United States, the Supreme Court has loosely defined materiality through a line of cases beginning with TSC Industries v. Northway and Basic, Inc. v. Levinson, whose reasonable investor rubric is frequently disregarded by lower courts, prosecutors, and the Securities and Exchange Commission. Meanwhile, in the E.U., courts have only lightly addressed materiality. Scholars in law and behavioral economics have criticized the TSC-Basic rubric for its ambiguity, unpredictability, and disconnection from market psychology. Recognizing these criticisms, this Article conducts an international comparative investigation of materiality in the legislation, regulation, and case law of the United States and European Union, revealing a shared, probabilistic Bayesian infrastructure. The Article then proposes a flexible Bayesian frame-work that harmonizes the substantive evaluation of materiality under existing U.S. and E.U. law. Finally, it models application of the framework using Bayesian network analysis in the context of a hypothetical stock transaction.
| Author | : Marc I. Steinberg |
| Publisher | : Oxford University Press |
| Total Pages | : 361 |
| Release | : 2021 |
| Genre | : Law |
| ISBN | : 0197583148 |
"This book focuses on a very timely and important subject that merit s comprehensive analysis: "rethinking" the securities laws, with particular emphasis on the Securities Act and Securities Exchange Act. The system of securities regulation that prevails today in the United States is one that has been formed through piecemeal federal legislation, Securities and Exchange Commission (SEC) in vocation of its administrative authority, and self-regulatory episodic action. As a consequence, the presence of consistent and logical regulation all too often is lacking. In both transactional and litigation settings, with frequency, mandates apply that are erratic and antithetical to sound public policy. Over four decades ago, the American Law Institute (ALI) adopted the ALI Federal Securities Code. The Code has not been enacted by Congress and its prospects are dim. Since that time, no treatise, monograph, or other source comprehensively has focused on this meritorious subject. The objective of this book is to identify the deficiencies that exist under the current regimen, address their failings, provide recommendations for rectifying these deficiencies, and set forth a thorough analysis for remediation in order to prescribe a consistent and sound securities law framework. By undertaking this challenge, the book provides an original and valuable resource for effectuating necessary law reform that should prove beneficial to the integrity of the U.S. capital markets, effective and fair government and private enforcement, and the enhancement of investor protection"--
| Author | : Klaus Mathis |
| Publisher | : Springer Nature |
| Total Pages | : 327 |
| Release | : 2021-04-24 |
| Genre | : Law |
| ISBN | : 3030705307 |
This book explores current issues regarding the regulation of various economic sectors, theoretically and empirically, discussing both neoclassical and behavioural economics approaches to regulation. Regulation has become one of the main determinants of modern economies, and virtually every sector is subject to general laws and regulations as well as specific rules and standards. A traditional argument to justify regulatory interventions is the promotion of public interests. Fixing markets that lack competition, balancing information asymmetries, internalising externalities, mitigating systemic risks, and protecting consumers from irrational behaviour are frequently invoked to complement the invisible hand of the market with the visible hand of the state.However, regulations can lead to unintended consequences, and serve the interests of powerful private interest groups rather than the public interest and social welfare. In addition, new insights from behavioural economics question the traditional regulatory approaches, most prominently in attitudes towards consumers. Furthermore, digitalisation and technological innovation in general present new challenges in terms of both the type of regulation and the regulatory process.Part I of this book discusses various theoretical approaches to the economic analysis of regulations, while Part II looks at specific applications of the law and economics of regulation.
| Author | : Wenming Xu |
| Publisher | : Springer Nature |
| Total Pages | : 157 |
| Release | : 2022-03-14 |
| Genre | : Law |
| ISBN | : 9811909040 |
This book takes a law and economic approach to examine the securities law enforcement in China and provides an in-depth empirical analysis on the enforcement inputs and outputs. In contrast to previous studies, it systematically collects a large sample of judicated securities fraud cases and public sanctions as disclosed by the listed companies. The enforcement regime is further divided into the private enforcement exemplified by the civil litigation imitated by harmed investors and public enforcement by sanctions proceedings initiated by public agencies. Academic researchers, policy makers and practitioners, who are interested in the securities market and regulation could find the information provided in this book interesting.
| Author | : Niamh Moloney |
| Publisher | : Oxford University Press |
| Total Pages | : 993 |
| Release | : 2023-03-29 |
| Genre | : Law |
| ISBN | : 0192583417 |
Over the decade or so since the global financial crisis rocked EU financial markets and led to wide-ranging reforms, EU securities and financial markets regulation has continued to evolve. The legislative framework has been refined and administrative rulemaking has expanded. Alongside, the Capital Markets Union agenda has developed, the UK has left the EU, and ESMA has emerged as a decisive influence on EU financial markets governance. All these developments, as well as the Covid-19 pandemic, have shaped the regulatory landscape and how supervision is organized. EU Securities and Financial Markets Regulation provides a comprehensive, critical, and contextual account of the intricate rulebook that governs EU financial markets and its supporting institutional arrangements. It is framed by an assessment of how the regime has evolved over the decade or so since the global financial crisis and considers, among other matters, the post-crisis reforms to key legislative measures, the massive expansion of administrative rulemaking and of soft law, the Capital Markets Union agenda, the development of supervisory convergence as the means for organizing pan-EU supervision, and ESMA's role in EU financial markets governance. Its coverage extends from capital-raising and the Prospectus Regulation to financial market intermediation and the MiFID II/MiFIR and IFD/IFR regimes, to the new regulatory regimes adopted since the global financial crisis (including for benchmarks and their administrators), to retail market regulation and the PRIIPs Regulation, and on to the EU's third country regime and the implications of the UK's departure from the EU. This is the fourth edition of the highly successful and authoritative monograph first published as EC Securities Regulation. Heavily revised from the third edition to reflect developments since the global financial crisis, it adopts the in-depth contextual and analytical approach of earlier editions and so considers the market, political, institutional, and international context of the regulatory and supervisory regime.
| Author | : |
| Publisher | : Aspen Law & Business Publishers |
| Total Pages | : 254 |
| Release | : 2002 |
| Genre | : Business & Economics |
| ISBN | : |
| Author | : James D. Cox |
| Publisher | : |
| Total Pages | : 194 |
| Release | : 2006 |
| Genre | : Business & Economics |
| ISBN | : |
Covers the Offering Rules, the sweeping reforms for the public offering of securities adopted by the SEC in June 2005. This work includes the Dura Pharmaceuticals decision, with note material examining the full implications; examines the developments regarding forward looking statements and the significant Supreme Court decision; and more.
| Author | : David Crowther |
| Publisher | : Emerald Group Publishing |
| Total Pages | : 253 |
| Release | : 2018-09-05 |
| Genre | : Business & Economics |
| ISBN | : 1787561631 |
Through a series of studies of aspects of CSR from around the world, this book re-examines the topic though the lenses of various disciplines and cultures. It shows that the subject is much wider than is generally perceived and that CSR is evolving in a way which has not been generally recognized within the academic community.
| Author | : Alexander J. Belohlávek |
| Publisher | : Juris Publishing, Inc. |
| Total Pages | : 1636 |
| Release | : 2011-01-01 |
| Genre | : Law |
| ISBN | : 1578233224 |
As of 17 December 2010, the Rome I Regulation (EU Regulation 593/2008) on the law applicable to contractual obligations is directly applicable in all EU Member States with the exception of Denmark. The Rome I Regulation replaces the Rome Convention of 1980 in the EU Member States and will apply to all contracts concluded as of 17 December 2010. However, and herein lies the utility and great importance of this work, the Rome Convention and the Rome I Regulation will be applied in parallel for a significant time to come (the author himself anticipates a ten-to-fifteen year period); in the latter case to contracts made after 17 December, 2010. This is why this commentary takes into account both sources of law, in their mutual interaction and broader context. The comprehensiveness of the Rome Convention / Rome I Regulation is clearly apparent, but one of the great achievements of the author is his amassing of over 1,800 judicial decisions, most of which are furnished with a detailed commentary; where these decisions apply national laws, the latter are cited both in the original and in translation. For a number of rulings, the commentary include not only a case summary of the facts and an analysis of the conclusions drawn by the court, but also takes them as models to hypothesize what conclusions would be reached if the Rome I Regulation were to be applied.
| Author | : Thomas Lee Hazen |
| Publisher | : West Group Publishing |
| Total Pages | : 1194 |
| Release | : 2002 |
| Genre | : Business & Economics |
| ISBN | : |
"This Hornbook is aimed primarily at law students. It is a substantial abridgement of my four-volume Treatise on the law of securities regulation"--P. ix.
