Civil Liability of Securities Underwriters

Looking at the practices in the USA, the Netherlands and the UK, this book investigates whether imposition of civil liability on securities underwriters can help to deter material misstatements of corporate information by securities issuers in primary markets.
Author(s):
Olia Skripova
Series:
European Studies in Law and Economics (EDLE)
Volume:
16
book | published | 1st edition
November 2014 | xviii + 256 pp.

Paperback
€74.-


ISBN 9781780682631


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Details

Following the Law and Economics tradition, this book looks at the civil liability of securities underwriters imposed in cases of material misstatements of corporate information by securities issuers from the perspective of deterrence. It follows the premise that securities underwriters can be efficient gatekeepers of capital markets as they are able to monitor the correctness and completeness of the issuer’s public statements and thus prevent misstatements of the material information. But what is so special about civil liability as an enforcement tool and how is civil liability used in the real world and does it actually achieve its goals? To answer these questions this book analyses underwriters’ civil liability regimes in the USA, the EU, the Netherlands and the UK.

Chapters

Table of Contents (p. 0)

Introduction (p. 1)

PART I. FROM PRACTICE TO THEORY

Chapter 1. What Do Underwriters Do? (p. 11)

Chapter 2. Underwriter Gatekeeping Function and its Enforcement Mechanisms (p. 35)

Chapter 3. Imposition of Civil Liability for Gatekeeping: Impact on Other Functions of the Underwriter (p. 83)

PART II. THE LAW ON CIVIL LIABILITY

Chapter 4. The Most Important Elements of a Liability Regime (p. 97)

Chapter 5. Underwriters’ Civil Liability in the USA (p. 115)

Chapter 6. European Legal Framework (p. 149)

Chapter 7. Underwriters’ Civil Liability in the Netherlands (p. 157)

Chapter 8. Underwriters’ Civil Liability in the UK (p. 179)

PART III. POLICY IMPLICATIONS

Chapter 9. Proposal for Improvement of Underwriters’ Civil Liability Regimes in the USA and the Netherlands (p. 195)

Chapter 10. The Curious Case of the UK (p. 223)

Conclusions (p. 235)

Bibliography (p. 243)

About the series:

European Studies in Law and Economics (EDLE)

The series European Studies in Law and Economics is devoted to further the understanding of Law and Economics in Europe. The volumes published in this series present an interdisciplinary perspective on the effects of laws on people’s behaviour and on the economic system. The ample topics address a wide audience, including policy makers, legislators, economists, lawyers and judges. The series is peer-reviewed.

The series is an initiative of the PhD programme ‘European Doctorate in Law and Economics’ (EDLE). The EDLE is the academic response to the increasing importance of the economic analysis of law in Europe. The programme is offered by the Universities of Bologna, Hamburg and Rotterdam in association with the Indira Gandhi Institute of Development Research, Mumbai (India). PhD students receive the unique opportunity to study law and economics in three different countries. The programme prepares economists and lawyers of high promise for an academic career in a research field of growing importance or for responsible positions in government, research organisations and international consulting firms.

The European Commission sponsors the EDLE as an excellence programme under the prestigious Erasmus Mundus scheme. For further information please visit: www.edle-phd.eu.

The editorial board of the series consists of Prof. Dr. Michael G. Faure (Erasmus University Rotterdam), Prof. Dr. Luigi A. Franzoni (University of Bologna) and Prof. Dr. Stefan Voigt (University of Hamburg).

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