Capital Markets Union in Europe
1st Edition
Published on 9. March 2018
624 pages
978-0-19-254330-1 (ISBN)
Description
Capital Markets Union in Europe analyses the legal and economic implications of the European Commission's plans to form a Capital Markets Union (CMU) in Europe, which will have a major impact on financial markets and institutions both in the region and beyond. A detailed introductory chapter provides a broad overview of the various aspects and challenges of the CMU proposals, whilst thematically grouped chapters cover the following areas: (i) general aspects, (ii) Brexit, (iii) financing innovation, (iv) raising capital on the capital markets, (v) fostering retail and institutional investment, (vi) leveraging banking capacity to support the wider economy, (vii) facilitating cross-border investing, and (viii) comparative aspects of capital marketintegration. Written by world renowned experts in the fields of banking and capital markets, including respected academics, with broad practical experience, and leading practitioners, Capital Markets Union in Europe provides high-quality analysis of the legal and economic issues in a practical context.
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Danny Busch | Emilios Avgouleas | Guido Ferrarini
Capital Markets Union in Europe
Book
03/2018
Oxford University Press
€267.50
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Content
- Cover
- Half title
- Series
- Capital Markets Union in Europe
- Copyright
- Contents
- Table of Cases
- Table of Legislation
- List of Contributors
- List of Abbreviations
- Part I General Aspects
- 1. Capital Markets Union after Brexit
- I. Introduction
- II. CMU Objectives
- III. EBU-?CMU Relationship
- IV. Regulatory Burden
- V. Better Regulation and Call for Evidence
- VI. Final Remarks
- 2. CMU and the Deepening of Financial Integration
- I. Introduction
- II. Brief History of EU Financial Integration Policies
- III. CMU as a Risk Absorber
- IV. The Greatest Capital Market Integration: A Glimpse into the Economic History of the United States
- V. Conclusions
- 3. A Stronger Role for the European Supervisory Authorities in the EU27
- I. Introduction
- II. Pan-?European Governance of the ESAs
- III. Direct ESA Supervision
- IV. Direct ESMA Supervision of CCPs
- V. Concluding Remarks
- 4. A Single Listing Authority and Securities Regulator for the CMU and the Future of ESMA: Costs, Benefits, and Legal Impediments
- I. Introduction
- II. Nature and Reach of ESMA Powers
- III. The Proposed EULA System
- IV. A Possible CMU-?SEC and Configuration of Powers
- V. The Constitutionality of a Euro-?SEC and EULA
- VI. Conclusion
- Part II Brexit
- 5. Some Aspects of the Impact of Brexit in the Field of Financial Services
- I. Introduction
- II. Access
- III. The Equivalence of Third Country Regulations or Standards
- IV. Euro Derivatives Clearing
- V. Brexit and the EBA
- 6. Capital Markets Union, Third Countries, and Equivalence: Law, Markets, and Brexit
- I. Capital Markets Union, Regulation, and Equivalence
- II. CMU and its Investment Banker
- III. Third Country Rules, the UK, and CMU: Access and Export Implications
- IV. Managing Access and Export: The International Context
- V. Building a New Model: The EU Perspective and a Proposal
- VI. Conclusion
- 7. OTC Derivatives Clearing, Brexit, and the CMU
- I. Introduction
- II. Central Clearing of OTC Derivatives
- III. Brexit, EMIR, and Equivalence
- IV. Speculating on the Worst-?case Scenario
- V. Network Strategies as an Alternative Solution
- VI. Concluding Remarks
- Part III Financing Innovation, Start-?Ups, Non-?Listed Companies, and Infrastructure Projects
- 8. The Role of Financial Innovation in EU Market Integration and the Capital Markets Union: A Reconceptualization of Policy Objectives
- I. Introduction
- II. Financial Innovation: A Principled Cost-?Benefit Analysis
- III. Market Integration and Financial Law Harmonization
- IV. FinTech and the CMU
- V. Conclusion
- 9. Capital Markets Union: Why 'Venture Capital' is not the Answer to Europe's Innovation Challenge
- I. Introduction
- II. Innovation Ecosystems
- III. Stimulating Venture Capital
- IV. But . . . Entrepreneurs Don't Always Benefit
- V. A Different Approach for Europe?
- VI. Both Cultures Need to Adapt
- 10. FinTech and Alternative Finance in the CMU: The Regulation of Marketplace Investing
- I. Introduction
- II. Economics and Technology of Alternative Finance
- III. Loan-?based and Investment-?based Crowdfunding: Characteristics and Comparison
- IV. Regulation of Crowdfunding Platforms: EU and Member States
- V. Policy Proposals and Conclusions
- VI. Conclusions
- Part IV Raising Capital on The Capital Markets
- 11. Modernizing the Prospectus Directive
- I. Introduction
- II. Background and Purposes of the Reformed Prospectus Rules
- III. Most Important Modifications
- IV. General Comments on the Prospectus Regulation: The Problem of the Information Paradigm
- V. Final Remarks
- 12. Small and Medium Enterprises Growth Markets
- I. Introduction
- II. The SME GM Regime
- III. A Critical Evaluation
- IV. An Alternative Proposal
- V. Conclusions
- 13. Initial Public Offerings in the CMU: A US Perspective
- I. Introduction
- II. The Information-?Asymmetry Problem
- III. Market-?Based Solutions to Adverse-Selection Problems
- IV. Affirmative-?Disclosure Regimes
- V. Mandated Liability Terms
- VI. Application to the CMU
- VII. Conclusion
- 14. Private Placements in the Capital Markets Union: A Priority Moving in Reverse?
- I. Introduction
- II. What is a Private Placement?
- III. A Closer Look at US Private Placements and European Market Initiatives
- IV. Private Placements in the CMU Agenda: Gradual De-?prioritization
- V. Private Placements and the PD3 Regime
- VI. An Interim Scorecard on PEPPs in the CMU
- VII. Conclusions
- 15. Damages Actions by Investors on the Back of Market Disclosure Requirements
- I. Introduction
- II. Investor Actions and the Promotion of Disclosure
- III. Investor Litigation in the Context of Public Offerings
- IV. Investor Litigation in the Context of Continuing Disclosures
- V. Conclusion
- Part V Fostering Retail and Institutional Investment
- 16. Investor Protection in the Capital Markets Union
- I. Introduction
- II. Product Information
- III. Service Quality Requirements (Conduct of Business Rules)
- IV. Product Regulation
- V. Conclusion
- 17. A Policy Framework for European Personal Pensions?
- I. Introduction
- II. Background: The Dutch Pensions System
- III. Towards Personal Pension in the Netherlands: The PPR
- IV. Obstacles to Realizing the PPR
- V. A Model for (European) PPP
- VI. Conclusion
- 18. Institutional Investors and Development of Europe's Capital Markets
- I. Introduction
- II. Home Bias in the Literature
- III. Evolution of Institutional Investment and the Supply of Securities
- IV. Empirical Results on Home Bias and Euro-?Area Bias
- V. Policy Recommendations
- 19. Cross-?border Distribution of Collective Investment Products in the EU
- I. Introduction
- II. The Regulatory Menu for Collective Investment Products: Taxonomy and Structural Implications
- III. The Disclosure Regime
- IV. Conduct of Business Rules
- V. Supervision on Product Regulation
- VI. Is the EU Passport Working?
- VII. Rules and Practices on Marketing and Distribution of Funds: Host Member States
- VIII. Rules and Practices on Marketing and Distribution of Funds: Home Member States
- IX. How to Address the Barriers
- X. Conclusion
- Part VI Leveraging Banking Capacity to Support The Wider Economy
- 20. Relief from Prudential Requirements to Support the Capital Markets Union
- I. Introduction
- II. The Impact of Capital Requirements of Banks on their Lending Portfolio: Comments from a Level Playing Field Perspective
- III. Capital Relief when Financing Small and Medium-?sized Businesses
- IV. Equity Investments by Banks and Insurers: An Alternative for Traditional Lending?
- V. Relief for Banks Purchasing STS Securitization Positions
- VI. Capital Relief Insurers when Investing in Infrastructure
- VII. Conclusions
- 21. Securitization in the Capital Markets Union: One Step Forward, Two Steps Back
- I. Introduction
- II. How the Securitization Reform Fits in the Capital Markets Union
- III. The Context: The European Securitization Market Pre and Post Crisis
- IV. The Legislative Proposal and Process
- V. The Securitization Regulation
- VI. The Regulation Amending the CRR
- VII. Conclusion
- 22. A Global Perspective on Securitized Debt
- I. Introduction
- II. US Regulatory Responses
- III. European Regulatory Responses
- IV. Critiquing the US and European Regulatory Responses
- V. Rethinking the Regulatory Framework
- VI. Conclusions
- Part VII Facilitating Cross-?Border Investing
- 23. Shareholder Activism in the CMU
- I. Introduction
- II. Entrepreneurial Shareholder Activism
- III. Hedge Fund Activism as a Conflict of Entrepreneurship
- IV. The Shareholder Rights Directive: A Missed Opportunity
- V. Shareholder Rights Directive as Capital Market Regulation
- VI. Conclusion
- 24. Efforts to Strengthen the Clearing and Settlement Framework of the Capital Markets Union
- I. Introduction
- II. General Overview
- III. The Transaction Chain
- IV. EMIR
- V. CCP Recovery and Resolution
- VI. CSD Regulation
- VII. Target2Securities
- VIII. Segregation under EMIR and the CSDR
- IX. Open Access and Competition between Market Infrastructures
- X. Conclusion
- 25. Preventive Restructuring Frameworks
- I. Introduction
- II. Background and Objectives of the Draft Directive
- III. Justification for Restructuring Plans
- IV. Preventive Restructuring Frameworks
- V. Conclusion
- 26. Removing Cross-?border Tax Barriers
- I. The Long Shadow of National Tax Sovereignty over the Free Circulation of Capital
- II. Freedom of Capital Movements from Article 67 EEC to Article 63 TFEU
- III. Tax Derogations
- IV. Tax Barriers in Cross-?border Investments
- V. Conclusions
- Index
