基本説明
From the perspectives of both capital markets and company law, it examines new developments and trends in EU and US regulation.
Full Description
EU policy in the area of corporate governance and capital markets is being reoriented. Harmonization is less frequently seen as a concept in company law; regulatory competition is on the rise; and experiments in soft law are being carried out. Several Member States have recently reformed their corporate laws, wither as a reaction to financial scandals or in an effort to enhance investment. Convergence has increased as a result, particularly towards Anglo-American standards. Yet differences still exist, profoundly rooted in national systems of corporate governance. By contrast, capital markets law would seem to be an exception, having undergone intense harmonization in the last few years through the Lamfalussy regulatory architecture. Nonetheless, a European system of securities regulation is not yet in place. Regulation is predominantly domestic, while private laws affecting capital markets are still divergent.
This volume examines the ongoing debate from an interdisciplinary perspective. Part 1 explores the political determinants of corporate governance and evaluates likely convergence and the role of regulatory competition. Part 2 considers the Markets in Financial Instruments Directive (MIFID) and its central role in harmonizing EU securities trading. Part 3 analyzes the MiFID more deeply and explores other measures including the Prospectus and Transparency Directives. Part 4 offers future perspectives on the post-FSAP era.
Contents
PART 1: INSTITUTIONAL STRUCTURE, REGULATORY COMPETITION AND REGULATORY STRATEGIES ; 1. The Economics and Politics of Corporate Governance in the European Union ; 2. Political Yardstick Competition and Corporate Governance in the European Union ; 3. Using Corporate Law to Compete for Investments ; 4. A Legal Options Approach to EC Company Law ; 5. How Can Corporate Governance Codes Be Implemented? ; PART 2: THE NEW EUROPEAN REGULATION OF TRADING VENUES ; 6. The MiFID: Competition in a New European Equity Market Regulatory Structure ; 7. The European Securities Industry. Further Evidence on the Roadmap to Integration ; 8. The MiFID and Internalisation ; 9. Internalisation under the MiFID: Regulatory Overreaching or Landmark in Investor Protection? ; PART 3: FURTHER ISSUES IN REGULATORY HARMONIZATION ; 10. The Eclipse of Contract Law in the Investment Firm-Client- Relationship: The Impact of the MiFID on the Law of Contract from a German Perspective ; 11. Conflicts of Interest in Investment Services: The Price and Uncertain Impact of MiFID s Regulatory Framework ; 12. The Public Offering of Securities Concept in the New Prospectus Directive ; 13. Nonfinancial Disclosure between Shareholder Value and Socially Responsible Investing ; PART 4: AFTER THE FINANCIAL SERVICES ACTION PLAN ; 14. Effective Policy Design for the Retail Investment Services Market: Challenges and Choices Post FSAP ; 15. Financial Market Integration in the Post FSAP Era. In Search of Overall Conceptual Consistency in the Regulatory Framework ; 16. Securities Clearing and Settlement:Regulatory Developments in Europe ; 17. Structuring Securities Regulation in the European Union: Lessons from the U.S. Experience
