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Investor Protection in Europe

Investor Protection in Europe Corporate Law Making, the MiFID and Beyond

Author: Guido Ferrarini; Eddy Wymeersch
Publisher: Oxford University Press
ISBN: 9780199202911
Published In: October 2006
Format: Hardback , 536 pages
Jurisdiction: Europe ? Disclaimer:
Countri(es) stated herein are used as reference only

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Analyses the topical issue of investor protection in Europe from the perspectives of both capital markets and company law
Offers a broad and coherent examination of the effects of regulatory competition versus harmonization

EU policy in the area of corporate governance and capital markets is being reoriented. Harmonization is less frequently seen as a concept in company law; regulatory competition is on the rise; and experiments in soft law are being carried out. Several Member States have recently reformed their corporate laws, wither as a reaction to financial scandals or in an effort to enhance investment. Convergence has increased as a result, particularly towards Anglo-American standards. Yet differences still exist, profoundly rooted in national systems of corporate governance. By contrast, capital markets law would seem to be an exception, having undergone intense harmonization in the last few years through the Lamfalussy regulatory architecture. Nonetheless, a European system of securities regulation is not yet in place. Regulation is predominantly domestic, while private laws affecting capital markets are still divergent.

This volume examines the ongoing debate from an interdisciplinary perspective. Part 1 explores the political determinants of corporate governance and evaluates likely convergence and the role of regulatory competition. Part 2 considers the Markets in Financial Instruments Directive (MIFID) and its central role in harmonizing EU securities trading. Part 3 analyzes the MiFID more deeply and explores other measures including the Prospectus and Transparency Directives. Part 4 offers future perspectives on the post-FSAP era.

Part 1: Institutional Structure, Regulatory Competition and Regulatory Strategies
1: Dennis C. Mueller: The Economics and Politics of Corporate Governance in the European Union
2: Pierre Salmon: Political Yardstick Competition and Corporate Governance in the European Union
3: Ehud Kamar: Using Corporate Law to Compete for Investments
4: Gerard Hertig and Joseph A. McCahery: A Legal Options Approach to EC Company Law
5: Eddy Wymeersch: How Can Corporate Governance Codes Be Implemented?
Part 2: The New European Regulation of Trading Venues
6: Ryan Davies, Alfonso Dufour and Brian Scott-Quinn: The MiFID: Competition in a New European Equity Market Regulatory Structure
7: Barbara Alemanni, Giuseppe Lusignani and Marco Onado: The European Securities Industry. Further Evidence on the Roadmap to Integration
8: Guido Ferrarini and Fabio Recine: The MiFID and Internalisation
9: Johannes Köndgen and Erik Theissen: Internalisation under the MiFID: Regulatory Overreaching or Landmark in Investor Protection?
Part 3: Further Issues in Regulatory Harmonization
10: Peter O. Mülbert: The Eclipse of Contract Law in the Investment Firm-Client- Relationship: The Impact of the MiFID on the Law of Contract from a German Perspective
11: Luca Enriques: Conflicts of Interest in Investment Services: The Price and Uncertain Impact of MiFID s Regulatory Framework
12: Alain Pietrancosta: The Public Offering of Securities Concept in the New Prospectus Directive
13: Francesco Denozza: Nonfinancial Disclosure between Shareholder Value and Socially Responsible Investing
Part 4: After the Financial Services Action Plan
14: Niamh Moloney: Effective Policy Design for the Retail Investment Services Market: Challenges and Choices Post FSAP
15: Michel Tison: Financial Market Integration in the Post FSAP Era. In Search of Overall Conceptual Consistency in the Regulatory Framework
16: Eddy Wymeersch: Securities Clearing and Settlement:Regulatory Developments in Europe
17: Donald C. Langevoort: Structuring Securities Regulation in the European Union: Lessons from the U.S. Experience

Edited by Guido Ferrarini, Professor of Law at the University of Genoa and Director of the Centre for Law and Finance, and Eddy Wymeersch, Professor at the University of Ghent and Chairman of the Banking, Finance, and Insurance Commission in Brussels

Contributors:
E. Wymeersch
D. Langevoort
R. Davies
A. Dufour
B. Scott-Quinn
B. Alemanni
G. Lusignani
M. Onado
M. Tison
N. Moloney
P. O. Mülbert
L. Enriques
G. Ferrarini
F. Recine
J. Köndgen
E. Theissen
A. Pietrancosta
F. Denozza
P. Salmon
E. Kamar
G. Hertig
J. A. Mc Cahery
G. Ferrarini
P. Giudici
J. Dammann
H. Hansmann