The following paper, after briefly outlining what mini-bonds and equity crowdfunding platforms consist, will deal with the regulations in the UK and in Italy to regulate the placement of mini-bonds through crowdfunding platforms in a second chapter, outlining the similarities and divergences of methods and purposes with which they were conceived in the two countries. In a third chapter the advantages and disadvantages with regard not only to the placement of mini-bonds through crowdfunding platforms for SMEs that issue mini-bonds, but also for consumers will be analysed. Finally, in the last chapter the author will try to clarify and justify the ban by the FCA to retail investors for purchase of “speculative illiquid securities” also due to the numerous scandals that occurred in the UK, but at the same time, proposals will be put forward aimed at better regulating the phenomenon and encouraging the use of this alternative financial instrument. Mini-bonds, crowdfunding, alternative finance, fintech, financial technologies, comparative law, SMEs, economic policies, Italian jurisdiction, UK jurisdiction.
{"title":"Article: Equity Crowdfunding and Mini-Bonds: A Tool for the Economic Recovery of SMEs: Ratio, Dangers and Prospective in the UK and Italian Jurisdictions","authors":"Mario Alcaro Falchi Delitala","doi":"10.54648/eulr2024011","DOIUrl":"https://doi.org/10.54648/eulr2024011","url":null,"abstract":"The following paper, after briefly outlining what mini-bonds and equity crowdfunding platforms consist, will deal with the regulations in the UK and in Italy to regulate the placement of mini-bonds through crowdfunding platforms in a second chapter, outlining the similarities and divergences of methods and purposes with which they were conceived in the two countries. In a third chapter the advantages and disadvantages with regard not only to the placement of mini-bonds through crowdfunding platforms for SMEs that issue mini-bonds, but also for consumers will be analysed. Finally, in the last chapter the author will try to clarify and justify the ban by the FCA to retail investors for purchase of “speculative illiquid securities” also due to the numerous scandals that occurred in the UK, but at the same time, proposals will be put forward aimed at better regulating the phenomenon and encouraging the use of this alternative financial instrument.\u0000Mini-bonds, crowdfunding, alternative finance, fintech, financial technologies, comparative law, SMEs, economic policies, Italian jurisdiction, UK jurisdiction.","PeriodicalId":53431,"journal":{"name":"European Business Law Review","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2024-02-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"140464570","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}
This article explores the European Central Bank’s (ECB) pioneering approach to incorporating climate considerations into its monetary policy operations, using a climate scoring model. The ECB aims to reduce climate-related financial risks and encourage greener practices. The background section discusses the post-2015 Paris Agreement context and the ECB’s Climate Agenda, while highlighting the controversies surrounding its quantitative easing programs.The core of the article examines the ECB’s decarbonization strategy for corporate bonds, which involves a scoring model based on three sub-scores: backward-looking emissions, forward-looking targets, and climate reporting/disclosure. This model is expected to incentivize companies to reduce their carbon footprint and improve disclosures.The article concludes by emphasizing the ECB’s commitment to climate change mitigation but suggests a broader need for a reevaluation of the monetary system to prioritize public interest and address pressing global issues more effectively. Bonds, ECB, decarbonization, Climate Agenda, Eurosystem, climate scoring, monetary policy
{"title":"Article: The ECB’s Decarbonization Plan for Corporate Bonds","authors":"Jolien De Troyer, Koen Bytebier","doi":"10.54648/eulr2024010","DOIUrl":"https://doi.org/10.54648/eulr2024010","url":null,"abstract":"This article explores the European Central Bank’s (ECB) pioneering approach to incorporating climate considerations into its monetary policy operations, using a climate scoring model. The ECB aims to reduce climate-related financial risks and encourage greener practices. The background section discusses the post-2015 Paris Agreement context and the ECB’s Climate Agenda, while highlighting the controversies surrounding its quantitative easing programs.The core of the article examines the ECB’s decarbonization strategy for corporate bonds, which involves a scoring model based on three sub-scores: backward-looking emissions, forward-looking targets, and climate reporting/disclosure. This model is expected to incentivize companies to reduce their carbon footprint and improve disclosures.The article concludes by emphasizing the ECB’s commitment to climate change mitigation but suggests a broader need for a reevaluation of the monetary system to prioritize public interest and address pressing global issues more effectively.\u0000Bonds, ECB, decarbonization, Climate Agenda, Eurosystem, climate scoring, monetary policy","PeriodicalId":53431,"journal":{"name":"European Business Law Review","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2024-02-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"140465748","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}
Financial institutions must play their part in the fight against climate change. In this context, the concept of the Anthropocene becomes relevant for securities markets via terms such as sustainable finance and ESG. These terms are now a core issue for securities regulators around the world. Lack of clarity and standardized disclosure both across and within jurisdictions make the analysis of and comparison between financial products extremely difficult. Investors’ demand for green products exacerbates the need for standardization. Against this backdrop, financial institutions face two hurdles. First, how to properly assess their in-house financing activities. Second, how to guide investors in their investment decisions. The article shows that, due to the increasing complexity and political importance of green finance, we are witnessing a double, simultaneous shift. First, from transnational private regulation to domestic regulatory law, with the EU in the driver’s seat. Second, towards transnational supervisory standards, adopted by IOSCO. Anthropocene, sustainable finance, ESG, IOSCO, transnational securities regulation, Brussels effect, European green deal, green taxonomy, ESMA, EBA
{"title":"Global Finance and the Anthropocene: Regulatory Shifts and Prospective Effects","authors":"Antonio Marcacci","doi":"10.54648/eulr2023033","DOIUrl":"https://doi.org/10.54648/eulr2023033","url":null,"abstract":"Financial institutions must play their part in the fight against climate change. In this context, the concept of the Anthropocene becomes relevant for securities markets via terms such as sustainable finance and ESG. These terms are now a core issue for securities regulators around the world. Lack of clarity and standardized disclosure both across and within jurisdictions make the analysis of and comparison between financial products extremely difficult. Investors’ demand for green products exacerbates the need for standardization. Against this backdrop, financial institutions face two hurdles. First, how to properly assess their in-house financing activities. Second, how to guide investors in their investment decisions. The article shows that, due to the increasing complexity and political importance of green finance, we are witnessing a double, simultaneous shift. First, from transnational private regulation to domestic regulatory law, with the EU in the driver’s seat. Second, towards transnational supervisory standards, adopted by IOSCO. Anthropocene, sustainable finance, ESG, IOSCO, transnational securities regulation, Brussels effect, European green deal, green taxonomy, ESMA, EBA","PeriodicalId":53431,"journal":{"name":"European Business Law Review","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2023-06-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"42259600","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}
Katarzyna Chalaczkiewicz-Ladna, Jędrzej Jerzmanowski, Tomasz Sójka
{"title":"To Whom Polish Directors Owe Their Duties – Between Shareholder Primacy and Political Agenda","authors":"Katarzyna Chalaczkiewicz-Ladna, Jędrzej Jerzmanowski, Tomasz Sójka","doi":"10.54648/eulr2023034","DOIUrl":"https://doi.org/10.54648/eulr2023034","url":null,"abstract":"","PeriodicalId":53431,"journal":{"name":"European Business Law Review","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2023-06-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"136281379","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}
This article discusses whether restrictions on trade with occupied territories imposed by national or sub-national authorities are permitted under exceptions to WTO and EU free trade rules on grounds of public morality, public order or public policy. The relevant provisions have a common origin and similarities in their terms. However, our analysis finds significant differences in their interpretation and application. Restrictions on trade with occupied territories are unlikely to be permitted on these grounds under WTO rules unless there is a strong justification for the restrictions in all the circumstances and they do not discriminate between different territories where relevant conditions are similar. By contrast, such restrictions are unlikely to be permitted under EU law if adopted unilaterally by an EU member state or sub-national authority. The different approaches and potentially different outcomes reflect the different priorities of the WTO and the EU. The primary objective of the WTO is to remove barriers and discrimination in international trade in a diverse global economy in which countries with differing values and alliances participate. By contrast, the highest priority of the EU is the integration of the economies and societies of its member states. Occupied territories, WTO, EU, free trade, exceptions, public morality, public order, public policy, discrimination, common commercial policy
{"title":"Occupied Territories and the Exceptions to WTO and EU Rules on grounds of Public Morality, Public Order and Public Policy","authors":"Jonathan D. C. Turner, T. Howard","doi":"10.54648/eulr2023035","DOIUrl":"https://doi.org/10.54648/eulr2023035","url":null,"abstract":"This article discusses whether restrictions on trade with occupied territories imposed by national or sub-national authorities are permitted under exceptions to WTO and EU free trade rules on grounds of public morality, public order or public policy. The relevant provisions have a common origin and similarities in their terms. However, our analysis finds significant differences in their interpretation and application.\u0000Restrictions on trade with occupied territories are unlikely to be permitted on these grounds under WTO rules unless there is a strong justification for the restrictions in all the circumstances and they do not discriminate between different territories where relevant conditions are similar. By contrast, such restrictions are unlikely to be permitted under EU law if adopted unilaterally by an EU member state or sub-national authority.\u0000The different approaches and potentially different outcomes reflect the different priorities of the WTO and the EU. The primary objective of the WTO is to remove barriers and discrimination in international trade in a diverse global economy in which countries with differing values and alliances participate. By contrast, the highest priority of the EU is the integration of the economies and societies of its member states.\u0000Occupied territories, WTO, EU, free trade, exceptions, public morality, public order, public policy, discrimination, common commercial policy","PeriodicalId":53431,"journal":{"name":"European Business Law Review","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2023-06-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"44848705","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":"Individual Private Rights of Action under the Platform-to-Business Regulation","authors":"Jens-Uwe Franck","doi":"10.54648/eulr2023030","DOIUrl":"https://doi.org/10.54648/eulr2023030","url":null,"abstract":"","PeriodicalId":53431,"journal":{"name":"European Business Law Review","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2023-06-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"136281381","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}
Electronic Money Institutions (EMIs) are non-banking financial institutions specialized in the issuing of electronic money and the provision of payment services. They were introduced in 2000 and revised in 2009, but the MiCA Regulation proposal will amend their legal framework. Through a legal analysis of the “lives” of EMIs, this paper argues that the European framework for EMIs has, over time, levelled market conditions for business entities professionally providing the issuance of e-money, but still lacks a consistent construction and application of European standards and waivers, suffering from a dystopian approach between public and private enforcement. e-money, fintech, PSD 2015, MiCA, EMIs, crypto-assets, money as a social institution, level playing field, financial stability, monetary function
{"title":"The Three Lives of Electronic Money Institutions","authors":"G. Gimigliano","doi":"10.54648/eulr2023031","DOIUrl":"https://doi.org/10.54648/eulr2023031","url":null,"abstract":"Electronic Money Institutions (EMIs) are non-banking financial institutions specialized in the issuing of electronic money and the provision of payment services. They were introduced in 2000 and revised in 2009, but the MiCA Regulation proposal will amend their legal framework. Through a legal analysis of the “lives” of EMIs, this paper argues that the European framework for EMIs has, over time, levelled market conditions for business entities professionally providing the issuance of e-money, but still lacks a consistent construction and application of European standards and waivers, suffering from a dystopian approach between public and private enforcement.\u0000e-money, fintech, PSD 2015, MiCA, EMIs, crypto-assets, money as a social institution, level playing field, financial stability, monetary function","PeriodicalId":53431,"journal":{"name":"European Business Law Review","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2023-06-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"46182604","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}
Crypto-assets are often marketed with high expected returns but as a detriment, very high price volatility comes in the same package. It is hard to imagine more controversial investment objectives than crypto-assets – their status varies worldwide from legal currency to totally prohibited illegality. Crypto-assets have been an almost unregulated field in the EU. However, the Crypto Wild West days are soon to be over, as the new EU regulation is finally coming. The growing consumer demand for crypto-assets forces to strengthen investor protection. In this paper, investor protection strategies of the crypto-asset market are systematised with the 5-I’s Model developed by the author. The model examines crypto-assets from the perspective of investor, investment, information, intermediary and issuer – parts that constitute the five ‘Is’ in the model. 5-I’s model, crypto-assets, EU regulation, MiCA, DLT, blockchain, investor protection, FinTech, regulatory sandbox, decentralised finance
{"title":"Regulating Crypto-Assets: Investor Protection Strategies and the 5-I’s Model","authors":"Marika Salo-Lahti","doi":"10.54648/eulr2023032","DOIUrl":"https://doi.org/10.54648/eulr2023032","url":null,"abstract":"Crypto-assets are often marketed with high expected returns but as a detriment, very high price volatility comes in the same package. It is hard to imagine more controversial investment objectives than crypto-assets – their status varies worldwide from legal currency to totally prohibited illegality. Crypto-assets have been an almost unregulated field in the EU. However, the Crypto Wild West days are soon to be over, as the new EU regulation is finally coming. The growing consumer demand for crypto-assets forces to strengthen investor protection. In this paper, investor protection strategies of the crypto-asset market are systematised with the 5-I’s Model developed by the author. The model examines crypto-assets from the perspective of investor, investment, information, intermediary and issuer – parts that constitute the five ‘Is’ in the model.\u00005-I’s model, crypto-assets, EU regulation, MiCA, DLT, blockchain, investor protection, FinTech, regulatory sandbox, decentralised finance","PeriodicalId":53431,"journal":{"name":"European Business Law Review","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2023-06-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"48784645","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 New Look on Cooperative Identity in the Light of the EU Prospectus Regulation and Blockchain-Based Public Equity Financing","authors":"Alexander Gurkov","doi":"10.54648/eulr2023026","DOIUrl":"https://doi.org/10.54648/eulr2023026","url":null,"abstract":"","PeriodicalId":53431,"journal":{"name":"European Business Law Review","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2023-05-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"134992474","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}
Digital markets and platforms are increasingly important in commercial life, and the way contracts are formed between users and platforms in multi-sided markets raise many important legal issues. This article interrogates the nature of multi-sided market contracting, and raises questions regarding the binding of users to standard terms, especially extensive limitations of liability. Platforms also govern the terms between supply and demand sides, many of which are standardised and not necessarily bargained for by users on the platform. This gatekeeper role should entail a heightened level of responsibility. Digital markets, platforms, gatekeepers, contractual formation, contractual exclusions, limitations of liability
{"title":"On Contractual Power of Digital Platforms","authors":"G. Alpa","doi":"10.54648/eulr2023023","DOIUrl":"https://doi.org/10.54648/eulr2023023","url":null,"abstract":"Digital markets and platforms are increasingly important in commercial life, and the way contracts are formed between users and platforms in multi-sided markets raise many important legal issues. This article interrogates the nature of multi-sided market contracting, and raises questions regarding the binding of users to standard terms, especially extensive limitations of liability. Platforms also govern the terms between supply and demand sides, many of which are standardised and not necessarily bargained for by users on the platform. This gatekeeper role should entail a heightened level of responsibility.\u0000Digital markets, platforms, gatekeepers, contractual formation, contractual exclusions, limitations of liability","PeriodicalId":53431,"journal":{"name":"European Business Law Review","volume":null,"pages":null},"PeriodicalIF":0.0,"publicationDate":"2023-05-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"44126008","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}
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