Law and Financial Markets Review最新文献

{"title":"Is the syndicated loans market ready for distributed ledger technology?","authors":"Hüseyin Can Aksoy","doi":"10.1080/17521440.2023.2254523","DOIUrl":"https://doi.org/10.1080/17521440.2023.2254523","url":null,"abstract":"ABSTRACTThe syndicated loan market has a centralised nature dominated by intermediaries. Such a structure not only requires manual labour and back-office workloads, but it is also prone to human error and fraud. Distributed ledger technology (DLT) and smart contracts are promising tools to overcome the factors which adversely affect the efficiency of the current and classical business model in the primary and secondary market of syndicated loans. DLT eliminates the need for intermediaries; provides transparency, accuracy, and authenticity; lowers transaction costs; makes it easier to comply with Know Your Customer obligations; and provides efficiency in the secondary market for syndicated loans. However, existing legal rules and institutions fail to create a predictable and legally safe environment for the spread of DLT in the syndicated loans market. Therefore, proper regulation is required for the widespread use of DLT technology in the syndicated loan market.KEYWORDS: Syndicated loansblockchaindistributed ledger technologysmart contractsregulation Disclosure statementNo potential conflict of interest was reported by the author(s).Notes1 D Petrov, ‘The Impact of Blockchain and Distributed Ledger Technology’ [2019] International Scientific Journal Industry 4.0 88, at 90.2 For detailed information about this transaction, see L Gonzalez-Echenique, ‘Blockchain: The Future of Syndicated Lending?’ [2019] Butterworths Journal of International Banking and Financial Law 326, 326.3 L Noonan, ‘Banks complete first syndicated loan on blockchain’ (Financial Tımes, 6 November 2018) <https://www.ft.com/content/2b12d338-e1d1-11e8-a6e5-792428919cee> accessed 28 January 2023.4 P Martino, Blockchain and Banking: How Technological Innovations Are Shaping the Banking Industry (Springer 2021) 41.5 K Simons, ‘Why Do Banks Syndicate Loans?’ [1993] New England Economic Review 45, 45; A Fight, Syndicated Lending (Elsevier 2004) 1; J Ho, ‘Chapter 2 – Basic Principles of Syndicated Lending: Financing Through the Risk Spectrum’ in A Shutter (ed), A Practitioner’s Guide to Syndicated Lending (Sweet & Maxwell 2017) 9.6 Fight (n 5) 2.7 W Wild, ‘The Economic Basis of Syndicated Lending’ (PhD thesis, Queensland University of Technology 2004) 1; CE Aster and MA Attaway, ‘Syndicated Construction Loans, Defaulting Lenders, and Equitable Remedies’ [2016] Texas Tech Law Review 853, 859.8 DZ Nirenberg, ‘International Loan Syndications: The Next Security’ [1984] Columbia Journal of Transnational Law 155, 159.9 ME Jones, ‘Bankers Beware: The Risks of Syndicated Credits’ [1999] North Carolina Banking Institute 169, 173.10 ibid 173.11 PR Pollock, ‘Notes Issued in Syndicated Loans – A New Test to Define Securities’ [1977] The Business Lawyer 537, 538.12 Wild (n 7) 25; GA Goodman, ‘Special Problems of Syndicated Loans’ (Dentons, 14 April 2014) 4 <https://www.dentons.com/en/insights/articles/2014/april/14/special-problems-of-syndicated-loans> accessed 28 January 2023.13 MHughes, ‘Transferab","PeriodicalId":43241,"journal":{"name":"Law and Financial Markets Review","volume":"61 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2023-09-18","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"135149717","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Regulation of the US credit rating industry and regulatory data disclosures","authors":"Jerry Lu, Gina Nicolosi, Lei Zhou","doi":"10.1080/17521440.2023.2254520","DOIUrl":"https://doi.org/10.1080/17521440.2023.2254520","url":null,"abstract":"ABSTRACTThe Credit Rating Reform and Dodd-Frank Acts significantly increased US credit rating regulation, yet few academic studies have examined their impact or capitalized on the regulatory disclosure data. To facilitate research in the area, this paper outlines the evolution of credit rating industry regulations, describes the current regulatory environment, and reviews SEC enforcement actions in recent years. In addition, the paper summarizes the regulatory disclosure requirements, in particular the aggregate rating performance data and individual credit rating.KEYWORDS: Credit Rating Reform ActDodd-Frank Actcredit regulationSEC Disclosure statementNo potential conflict of interest was reported by the author(s).Notes1 L White, ‘Markets: The Credit Rating Agencies’ (2010) 24 Journal of Economic Perspectives 211.2 L White, ‘Credit Rating Agencies: An Overview’ (2013) 5 Annual Review of Financial Economics 593.3 NRSRO registration is voluntary; non-NRSRO CRAs can issue credit ratings without SEC regulation. For example, Rapid Rating International Inc. issues financial health ratings. CRAs discussed in this paper are those with NRSRO registration. See M Livingston, G Nicolosi and L Zhou, ‘A Bird’s-Eye View of the US Credit Rating Industry’ (2021) 31 Journal of Fixed Income 68.4 We are aware of only two published studies outside the law literature that examine the Dodd-Frank Act’s impact on credit ratings: V Dimitrov, D Palia, and L Tang, ‘Impact of the Dodd-Frank Act on Credit Ratings’ (2015) 115 Journal of Financial Economics 505, and H Huang, J Svec, and E Wu, ‘The Game Changer: Regulatory Reform and Multiple Credit Ratings’ (2021) 133 Journal of Banking and Finance 106279.5 Google Scholar searches find just one published academic study utilizing data from the SEC Form NRSRO and two studies utilizing the rating history disclosure data under SEC Rule 17g-7: RP Baghai and B Becker, ‘Reputations and Credit Ratings: Evidence from Commercial Mortgage-backed Securities’ (2020) 135 Journal of Financial Economics 425; Livingston, Nicolosi and Zhou (n 3); N Qin and L Zhou, ‘Are Investor-paid Credit Ratings Superior?’ (2023) SSRN 4354204.6 D Weil and others, ‘The Effectiveness of Regulatory Disclosure Policies’ (2006) 25 Journal of Policy Analysis and Management 155.7 M Joffe and F Partnoy. 2018. ‘Making Credit Ratings Data Publicly Available’ (Oxford Business Law Blog, 2 March 2018) https://www.law.ox.ac.uk/business-law-blog/blog/2018/03/making-credit-ratings-data-publicly-available.8 Similar regulatory reform in the European Union (EU) followed the 2008–2009 financial crisis. Studies that extensively review and analyze the EU credit rating industry regulation include R Jackson, ‘Europe’s Supervisory System for Rating Agencies After the Financial Crisis: Critical Review’ (2012) 11 Hibernian Law Journal 1; E Weemaels, ‘The Regulation of Rating Agencies in Europe’ (2013) 2 Dovenschmidt Quarterly 105; T Wittenberg, ‘Regulatory Evolution of the EU Credit Rat","PeriodicalId":43241,"journal":{"name":"Law and Financial Markets Review","volume":"30 10 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2023-09-18","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"135149740","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Revisiting the takeover efficiency argument and the role of the board","authors":"Francis A. Okanigbuan","doi":"10.1080/17521440.2023.2245578","DOIUrl":"https://doi.org/10.1080/17521440.2023.2245578","url":null,"abstract":"Despite the synergistic objective of takeovers, shareholders of acquiring companies can experience loss or limited gains when acquisitions are concluded with high takeover premiums. This article argues that, since takeover premiums are determined by acquiring management boards, and losses to shareholders are unlikely to be remedied via breach of directors ’ duty, it is desirable to challenge the discretionary role of managements. It suggests that managements should declare their acquisition objective, to enable shareholders to manage their expectations. If managerial objective is to obtain synergistic gains, they should be required to demonstrate the extent to which takeover premiums that are beyond certain premium threshold would yield synergistic gains, to obtain shareholder approval. Alternatively, if their immediate acquisition objective is to obtain the bene fi ts of controlling the target company, then the need for shareholder approval can be dispensed with, as long as the premium paid matches the assets of the target company.","PeriodicalId":43241,"journal":{"name":"Law and Financial Markets Review","volume":" ","pages":""},"PeriodicalIF":0.0,"publicationDate":"2023-08-18","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"48400630","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Digital payments system and market disruption","authors":"A. Miglionico","doi":"10.1080/17521440.2023.2215481","DOIUrl":"https://doi.org/10.1080/17521440.2023.2215481","url":null,"abstract":"","PeriodicalId":43241,"journal":{"name":"Law and Financial Markets Review","volume":"1 1","pages":""},"PeriodicalIF":0.0,"publicationDate":"2023-05-26","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"48103066","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Central bank digital currencies: policy implications","authors":"Daniel Broby","doi":"10.1080/17521440.2023.2209294","DOIUrl":"https://doi.org/10.1080/17521440.2023.2209294","url":null,"abstract":"ABSTRACT This paper lists fifteen key policy implications resulting from a decision to introduce retail and/or wholesale central bank digital currencies (CBDCs). It makes the distinction between ‘medium of exchange’ and the ‘exchange mechanism’. The former is one of the functions of money. The latter is a function of the technological approach in establishing the unit of account, store of value, and the payment protocol. Payments, transfers and settlement, are explored in respect of (i) wholesale CBDCs, (ii) retail CBDCs, (iii) digital payment platforms and, (iv) stablecoins. Each require distinct policy frameworks, and scholarly opinion on these are very diverse. Most academics agree on the privacy concerns related to account based digital money. The main areas of disagreement, however, are over which institutions/entities should be allowed to issue digital money, how such issuance should be supervised, and how decentralised digital tokens should be addressed from a policy perspective.","PeriodicalId":43241,"journal":{"name":"Law and Financial Markets Review","volume":"16 1","pages":"100 - 115"},"PeriodicalIF":0.0,"publicationDate":"2022-04-03","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"41750688","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Prospects for international financial deglobalisation and its potential impact on international financial regulation","authors":"I. Chiu","doi":"10.1080/17521440.2023.2204991","DOIUrl":"https://doi.org/10.1080/17521440.2023.2204991","url":null,"abstract":"ABSTRACT The prospects of deglobalisation have been discussed in relation to international trade and finance, and this article queries how recent geopolitical risks may affect the shape of international financial regulation. The article critically presents an examination of international financial globalisation that has already been chequered for a long time, and argues that there is a strong likelihood of no or incremental change to international financial regulation due to the chequered nature of financial globalisation it already supports. However, international financial regulatory bodies can be affected if individual jurisdictions that are members of international organisations make more pronounced political responses. Although the network of experts underlying international financial regulation have technocratised issues to a significant extent, the politicisation of issues has always persisted. The article therefore addresses the potential for scenarios of more dramatic and turbulent change in international financial regulation and sketches the broad contours of such possibilities.","PeriodicalId":43241,"journal":{"name":"Law and Financial Markets Review","volume":"16 1","pages":"1 - 19"},"PeriodicalIF":0.0,"publicationDate":"2022-04-03","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"45627923","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Digitalising the state monetary system: national implementation model","authors":"I. Tsindeliani, K. Anisina, Oksana Babayan, Inessa V. Bit-Shabo, Ekaterina G Kostikova, Elena Migacheva","doi":"10.1080/17521440.2022.2150007","DOIUrl":"https://doi.org/10.1080/17521440.2022.2150007","url":null,"abstract":"ABSTRACT The purpose of the study is to identify the features of Russia’s monetary system digitalisation, including an analysis of the national model and approaches to the introduction of digital currency of the Central Bank of the Russian Federation, against the background of existing global practices, the study of global experience in implementing digital technologies in the sphere of payments. The research provides for the development of proposals to improve legal regulation of social relations within the monetary system of the Russian Federation. As this study shows, the national model of digitalisation of the monetary system in Russia has specifics, and the implementation of this project will require further elaboration of its concept in order to identify possible risks and eliminate the shortcomings of the developed model. The implementation of the Russian model will require the formation of a legal framework for the issuance and circulation of the digital ruble.","PeriodicalId":43241,"journal":{"name":"Law and Financial Markets Review","volume":"16 1","pages":"79 - 99"},"PeriodicalIF":0.0,"publicationDate":"2022-04-03","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"42446319","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Public choice and private contracting in financial markets","authors":"M. K. Borowicz","doi":"10.1080/17521440.2023.2210722","DOIUrl":"https://doi.org/10.1080/17521440.2023.2210722","url":null,"abstract":"ABSTRACT In this article, I propose that high levels of concentration in markets make the production of standardised contracts in those markets more likely to be captured by the dominant players creating opportunities for them to extract rents and further reduce competition through contract and market design. I examine how contracts produced by the International Swaps and Derivatives Association (ISDA) shaped the organisation and its activities. ISDA’s governance was dominated by a concentrated group of dealer banks who benefited from the opaque OTC market microstructure revolving around ISDA’s standardised contracts. The organisation’s activities, such as lobbying and data collection, were aimed in part at preserving that microstructure allowing dominant firms to extract rents and reduce competition. In the absence of policy interventions, standardised contracts produced by trade associations can become captured in ways not dissimilar to public regulation.","PeriodicalId":43241,"journal":{"name":"Law and Financial Markets Review","volume":"16 1","pages":"116 - 132"},"PeriodicalIF":0.0,"publicationDate":"2022-04-03","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"46697153","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Tokenised funding and initial litigation offerings: the new kids putting third-party funding on the block","authors":"J. Chaisse, Jamieson Kirkwood","doi":"10.1080/17521440.2022.2153609","DOIUrl":"https://doi.org/10.1080/17521440.2022.2153609","url":null,"abstract":"ABSTRACT This article presents a critical assessment of how blockchain technology is disrupting the monetisation of litigation claims through tokenization – and consequently further shaking up a revolutionary area in litigation financing. The significance in litigation financing is chiefly because tokenization presents securities to the general public in a far more accessible way than was previously the case – and even might enable non-accredited investors to participate in certain litigation financing investments for the first time (or with reduced barriers to entry). The assessment also considers the implications of a litigation pool that was already growing towards USD 20 billion, potentially now getting even larger. We further consider the regulatory challenges and the new moral hazards created in this fast-moving space.","PeriodicalId":43241,"journal":{"name":"Law and Financial Markets Review","volume":"16 1","pages":"20 - 42"},"PeriodicalIF":0.0,"publicationDate":"2022-04-03","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"45916873","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"A history of continuous power delegation: the establishment and further development of the European system of Financial Supervision","authors":"Beatriz Brunelli Zimmermann, C. Buttigieg","doi":"10.1080/17521440.2023.2181671","DOIUrl":"https://doi.org/10.1080/17521440.2023.2181671","url":null,"abstract":"ABSTRACT International and Regional Regulatory Institutions (IRIs) have, throughout history, been created and reshaped by crises. This article argues that this phenomenon can be explained through rational choice neo-institutionalism, which argues that crises shift policy equilibrium and allow for greater political will towards solving the root causes of the crisis – in turn, this usually involves some degree of power delegation from the national to the supranational. This article applies this theory to the creation and further development of the European System of Financial Supervision in three cases: the post-2009 crisis; the post-sovereign debt crisis; and the European Union’s shortfall in anit-money laundering compliance and supervision. This article concludes that by delegating power after every crisis and debacle, countries attempt to solve cooperation, coordination, trust, and uncertainty problems. However, relying on crises to generate political will makes IRIs reactive not proactive – ultimately, this might have implications over global financial soundness, as exemplified by the case of crypto-assets.","PeriodicalId":43241,"journal":{"name":"Law and Financial Markets Review","volume":"16 1","pages":"145 - 161"},"PeriodicalIF":0.0,"publicationDate":"2022-04-03","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"47956622","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}