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- Preliminary Material
- Foreword to the second edition
- Foreword to the first edition
- Preface
- Contents
- Table of Cases
- Table of Legislation
- French Legislation
- German Legislation
- Gibraltar Legislation
- Italian Legislation
- Liechtenstein Legislation
- Malta Legislation
- Netherlands Legislation
- Singapore Legislation
- South African Legislation
- Spain Legislation
- Swiss Legislation
- United Kingdom Legislation
- United States Legislation
- International Instruments
- EU Legislation
- List of Contributors
- List of Abbreviations
- Main Text
- 1 The Best Rules for Non-Intermediated Securities
- Preliminary Material
- A Introduction
- B Terminology and Concepts
- C Creation of Non-intermediated Securities
- D Validity of a Transfer between the Parties
- E Effectiveness of a Transfer against the Issuer
- F Effectiveness of a Transfer against Third Parties
- G Horizontal Priority Rules
- H Vertical Priority Rules
- I Conflict of Laws
- J Conclusion
- 2 Financial Collateral : From Private to Regulatory Law Reform
- Preliminary Material
- A Introduction : Development of the Markets and the Legislative Framework
- B Over- and Undercollateralization
- C Collateral in Insolvency and in Resolution
- D Concluding Remarks
- 3 On Close-Out Netting
- Preliminary Material
- A Introduction
- B A Brief Analysis of Close-out Netting
- C Principles, Policies, and the Practice of Close-out Netting
- D Harmonization of Close-out Netting Regimes
- (1) Introduction
- (2) EU Banks Insolvency Directive
- (3) EU Financial Collateral Directive and Geneva Securities Convention
- (4) UNCITRAL Legislative Guide on Insolvency Law
- (5) FSB Key Attributes of Effective Resolution Regimes for Financial Institutions
- (6) Unidroit Principles on the Operation of Close-Out Netting Provisions
- (7) Close-out netting and resolution: the EU regime
- E Concluding Remarks
- 4 Enforcement of Security Interests in Securities Under Uniform Law
- Preliminary Material
- A Introduction
- B Scope and Definitions
- C Enforcement
- (1) Enforcement under the Geneva Securities Convention
- (2) The law applicable to enforcement under the Hague Securities Convention
- (3) Enforcement under the Secured Transactions Model Law and the Secured Transactions and Insolvency Guides
- (4) Enforcement under the Receivables Convention
- (5) Enforcement: the Secured Transactions Model Law as non-Convention law under the Geneva Securities Convention and required amendments
- (6) Enforcement: the Unidroit project
- D Conclusions
- 5 The No-Look-Through Principle: Investor Rights, Distributed Ledger Technology, and the Market
- 6 Corporate Actions Processing: Bridging the Gap Between Issuer and Investor
- 7 Sufficient Securities, Segregation, and Loss Sharing
- Preliminary Material
- A Introduction and Terminology
- B Causes of Imbalances
- C Requirement of Sufficient Securities
- D Segregation of Securities
- E Correction Methods
- F Loss Sharing in Insolvency
- G Outlook: New Technologies
- H Conclusion
- 8 Principles of Insolvency Law for Intermediated Securities
- Preliminary Material
- A Introduction
- B Scope and Objectives of an Effective Insolvency Law Regime for Intermediated Securities
- 8.17
- (1) Effectiveness of interests in intermediated securities in insolvency proceedings
- (2) Account holder claims in relevant securities intermediary’s insolvency proceeding
- (a) Account holder priority: general
- (b) Ex ante avoidance of losses
- (c) Account holder protection fund or insurance
- (d) Loss sharing and distributional rules
- (e) Proof of claims, bar dates, and return of account holder assets and funds
- (f) Administrative costs
- (g) Transfer of account holder securities accounts to solvent intermediary
- (h) Priority of interests granted by intermediary
- (i) Limitations on ranking categories of claims and avoidance powers
- (j) Stay of enforcement and close-out netting
- (k) Insolvency choice-of-law rules
- (3) Insolvency representative access to information, records, information technology systems, and assets (including securities clearing and settlement systems)
- (4) Insolvency of operator or participant of securities clearing or settlement system
- C Related Regimes: Special Resolution of Systemically Important Financial Institutions
- D Selected Additional Issues
- (1) Nature of a securities intermediary’s insolvency proceeding: liquidation, reorganization, and other alternatives
- (2) Safe harbour protections: automatic stay, avoidance powers, set-off, and close-out netting
- (3) Set-off: issuer’s insolvency proceedings
- (4) Choice-of-laws rules
- (5) Intermediated holding of digital securities (cryptosecurities)
- (6) Infrastructure modifications: enhanced transparency, disintermediation (direct holding), and priority claims in lieu of property rights
- E Conclusion
- 9 Regulation, Supervision, and Oversight
- Preliminary Material
- A Introduction
- B Function and Scope of Regulation, Supervision, and Oversight
- (1) Regulated activities
- (2) Regulatory policy objectives
- (3) The role of international standards
- (4) Supervision and oversight of central securities depositories and securities settlement systems
- (5) Supervision of intermediaries
- (6) Recovery and resolution regimes
- (7) Co-operation and coordination of authorities
- C Requirements for Central Securities Depositories and Securities Settlement Systems
- D Market-wide Recommendations and Requirements for Intermediaries
- E Concluding Remarks
- 10 Crypto Securities and Other Digital Assets: Aspects of Substantive and Regulatory Law
- Preliminary Material
- A Introduction
- B Definitions and Key Concepts
- C Legislative Developments in Selected Jurisdictions
- D Core Elements of a Legal Framework for Digital Securities
- E Regulation of Crypto Securities
- (1) Introduction
- (2) Function and scope of regulation
- (3) Regulatory classification
- (4) Application of securities regulation to digital securities
- 10.127
- (a) Regulatory considerations on issuance and registration
- (b) Regulatory considerations on trading of digital securities
- (c) Regulatory considerations applicable to digital securities intermediaries (custodians, wallet providers)
- (d) Regulatory considerations applicable to digital securities clearing and settlement infrastructures
- (e) Regulatory considerations applicable to digital securities service providers
- (5) Regulatory approaches to digital securities in selected jurisdictions
- (6) The role of global standard-setters and global regulatory initiatives
- 10.182
- 10.183
- 10.184
- (a) Financial Stability Board (FSB)
- (b) Financial Action Task Force (FATF)
- (c) Basel Committee on Banking Supervision (BCBS)
- (d) International Organization of Securities Commissions (IOSCO)
- (e) Committee on Payments and Market Infrastructures (CPMI)
- (f) Organisation for Economic Co-operation and Development (OECD)
- F Conclusions
- 11 Conflict-of-Laws Rules
- Preliminary Material
- A Introduction
- B Internationality of a Situation Involving Intermediated Securities
- C History of the Hague Securities Convention
- D Scope of the Hague Securities Convention
- E Choice of Law as the Primary Rule
- F Fall-back Rules
- G Factors to be Disregarded When Determining the Applicable Law
- H Third-party Rights
- I Relationship between the Hague Securities Convention and the Unidroit Instruments for Intermediated Securities
- J Problems of the Hague Securities Convention: the European Debate
- K Outlook: New Technologies
- 1 The Best Rules for Non-Intermediated Securities
- Further Material
- [44.192.79.149]
- 44.192.79.149
