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- Amazon; Gatekeeper Platforms; United States; Europe; Monopoly; Federal Trade Commission (1)
- Liquidity systemic risk risk bankruptcy financial contract financial contract jurisdiction international domino microprudential macroprudential valuation netting collaterial disposal systemic uncertainty procyclicality froth privilege mitigation over-the-counter OTC Risk Global Financial crisis Best practice Bankruptcy Code EU Financial Collateral Arrangements Directive FCD Financial contract privilege Assets Funding Collective distress resolution Distressed estate Immunity Priority Legislative Guide Insolvency United Nations Commission on International Trade Law UNCITRAL Creditor Debtor World Bank Secured Credit UNIDROIT Close-out Unification Secured credit Financial system International Swaps and Deivatives Association ISDA Regulation Mitigation Systematic crisis Capital Financial institution Financial liberalization Market discipline Credit boom Asset price bubble Price bubble Leverage Lender Excessive leverage Debt Vulnerability Channel Amplifier Mortgage default Asset value contagion Bonds Knightian uncertainty Tranches Investment Default Countercyclical Liquid market ICR Standard International Monetary Fund IMF Immunity Welfare Fairness Preservation mechanism Distribution mechanism Pari passu Commercial Tax Bankruptcy moratorium Acceleration rights Set-off rights Pre-bankruptcy Transaction Enforcement International Adjustment Repos Collateral Rehypothecate Derivative Cleared derivative CPP Clearinghouse Over-the-counter OTC Credit default swap CFS Margining European Union EU Title transfer Security Financial collateral arrangement Risk mitigation Secured claims Borrow Security interest Counterparty risk Exponentiate Close-out Procyclical Rehypothecation Domino risk Financial crisis Bankruptcy Code Long-Term Capital Management LTCM Bankruptcy Abuse Prevention and Consumer Act BAPCA Variation margining (1)
- Material Adverse Effect; Corporate Finance; Bardy Diagnostics (1)
- SEC; Secutiries; Cryptoassets; Token Offerings; Wall Street; Investor (1)
- Publication Type
Articles 1 - 7 of 7
Full-Text Articles in Securities Law
Bardy Diagnostics V. Hill-Rom: New Lessons On Material Adverse Effect Clauses, Robert T. Miller
Bardy Diagnostics V. Hill-Rom: New Lessons On Material Adverse Effect Clauses, Robert T. Miller
Brooklyn Journal of Corporate, Financial & Commercial Law
In Bardy Diagnostics, Inc. v. Hill-Rom, Inc., the Delaware Court of Chancery once again had to apply a Material Adverse Effect clause to determine whether an acquirer was required to close an acquisition. The case develops the law of MAEs in several important ways. First, the agreement between the parties substituted for the customary MAE objects (e.g., the company’s business, financial condition, and results of operations) a bespoke defined term. The court interpreted the definition of that term in a way that made it functionally equivalent to more customary MAE objects; then, consistent with an unacknowledged trend in Delaware law, …
Freeing Cryptoassets From Howey: A Defense Of Genuine Token Offering, Kathryn A. Daly
Freeing Cryptoassets From Howey: A Defense Of Genuine Token Offering, Kathryn A. Daly
Brooklyn Journal of Corporate, Financial & Commercial Law
The Securities Exchange Commission (SEC) is the most powerful regulator of the U.S. securities market and serves to “protect investors; maintain fair, orderly, and efficient markets; and facilitate capital formation.” The agency’s task of protecting retail investors and regulating market participants has been, at times, reduced to a binary choice between “Main Street” investors and “Wall Street” insiders. Some regulators and legislators rely on this binary to put pressure on cryptoassets, claiming that more regulation leads to more effective investor protections. This Note rejects that premise. Genuine tokens offerings (i.e., unregistered security offerings not designed to defraud investors) must be …
A Continental Rift? The United States And European Union's Contrasting Approaches To Regulating The Monopolistic Behavior Of Gatekeeper Platforms, Peter R. Enia
Brooklyn Journal of Corporate, Financial & Commercial Law
Over the past decade, gatekeeper platforms, such as Amazon.com, Inc. (Amazon), have created highly monopolistic business models to benefit themselves while undermining third-party merchants on digital marketplaces. To illustrate, Amazon collects third-party merchant and consumer data on its marketplace to improve its private-label brands while simultaneously selling them alongside third-party merchant products, creating a significant conflict of interest business model. To address this anticompetitive behavior, the United States (U.S.) and the European Union (E.U.) have proposed contrasting approaches. The U.S., through the Ending Platform Monopolies Act, offers a structural separation remedy, giving the Department of Justice and Federal Trade Commission …
Liquidity, Systemic Risk, And The Bankruptcy Treatment Of Financial Contracts, Rizwaan J. Mokal
Liquidity, Systemic Risk, And The Bankruptcy Treatment Of Financial Contracts, Rizwaan J. Mokal
Brooklyn Journal of Corporate, Financial & Commercial Law
No abstract provided.
Mutual Funds, Pension Funds, Hedge Funds And Stock Market Volatility: What Regulation By The Securities And Exchange Commission Is Appropriate?, Roberta S. Karmel
Mutual Funds, Pension Funds, Hedge Funds And Stock Market Volatility: What Regulation By The Securities And Exchange Commission Is Appropriate?, Roberta S. Karmel
Faculty Scholarship
No abstract provided.
Transcript Of The Roundtable On Insider Trading: Law, Policy And Theory After O'Hagan, Roberta S. Karmel
Transcript Of The Roundtable On Insider Trading: Law, Policy And Theory After O'Hagan, Roberta S. Karmel
Faculty Scholarship
No abstract provided.
Assessment Of Shelf Registration: How Much Diligence Is Due Investors?, Roberta S. Karmel
Assessment Of Shelf Registration: How Much Diligence Is Due Investors?, Roberta S. Karmel
Faculty Scholarship
No abstract provided.