The financial crisis greatly accelerated a decades-long process of centralization of securities regulation in Europe via directives and regulations. Not only has in recent times EU legislation often become the exclusive source of law in given areas (so-called maximum harmonization), but a full-blown European Securities Regulator has also been set up (the European Securities Markets Authority, based in Paris). A tension is ever more apparent between London’s role as an international financial hub and the European Union’s ambition to uniformly (and, post-crisis, invasively) regulate financial markets. The seminar will focus on legal harmonization in the field of securities regulation, vertical regulatory competition in this area, public and private enforcement issues, and the remaining room for national intervention and for regulatory arbitrage, both from a positive and a normative perspective. Comparisons with US securities regulation will often be made and topics will include mandatory disclosure in primary and secondary markets, insider trading and securities fraud, broker-dealer regulation, mutual and hedge funds regulation, short-selling bans, and takeover law.
There will be no examination. Students will be asked to submit, before at least nine of the twelve sessions, a brief memo on the assigned readings. Grades will be based on these memos and, to a lesser extent, on participation in class discussion.