The past two decades has witnessed unprecedented changes in the corporate governance landscape in Europe, the US and Asia. Across many countries, activist investors have pursued engagements with management of target companies. More recently, the role of the hostile activist shareholder has been taken up by a set of hedge funds. Hedge fund activism is characterized by mergers and corporate restructuring, replacement of management and board members, proxy voting, and lobbying of management. These investors target and research companies, take large positions in `their stock, criticize their business plans and governance practices, and confront their managers, demanding action enhancing shareholder value. This book analyses the impact of activists on the companies that they invest, the effects on shareholders and on activists funds themselves. Chapters examine such topic as investors' strategic approaches, the financial returns they produce, and the regulatory frameworks within which they operate. The chapters also provide historical context, both of activist investment and institutional shareholder passivity. The volume facilitates a comparison between the US and the EU, juxtaposing not only regulatory patterns but investment styles.

Diese Arbeit setzt sich mit der Bilanzierung von Finanzinstrumenten, insb. von Credit Default Swaps in der Bankbilanz, auseinander und greift die Entwicklungen durch das Bilanzrechtsmodernisierungsgesetz (BilMoG) sowie die Reformansatze der International Financial Reporting Standards (IFRS) auf. Dabei werden diese Bilanzregime vor dem Corporate Governance-Hintergrund divergierender Informationsnutzen von Bilanzadressaten verglichen."

How has the evolution and transformation of the Common Market affected the legal concept of State aid? How has State aid adapted to the development of the European Union? These questions and more are answered in Juan Jorge Piernas Lopez's examination of the historical, political, constitutional, and economical events that have affected the development of State aid in the EU. Examining three key, interwoven arguments, this book provides a richer understanding of current formulas which depict the concept of aid through the prism of policy and enforcement considerations. First, the book demonstrates that the concept of aid is a 'living instrument' that has been applied in accordance with the main policy priorities of the European Commission. Second, contrary to what has been affirmed in other literature, the evolution of this concept has been influenced by the broader advancement of the case law of the Court of Justice in different periods of the integration process. Third, the author contends that the study of the evolution of the concept of aid in light of policy and case law provides a holistic outlook valuable to the decision making process of difficult cases. In this regard, the book provides criteria to interpret and discuss cases including Sloman Neptun, Philip Morris, and Azores, beyond the analysis traditionally adopted in this field.

The study conducted by the Centre of European Economic Research (ZEW), the University of Mannheim and Ernst & Young contributes to the ongoing evaluation of the proposal for a Draft Council Directive on a Common Consolidated Corporate Tax Base (CC(C)TB) released by the European Commission on March 16, 2011. For the first time, details on the determination of taxable income under the proposed Council Directive are compared to prevailing corporate tax accounting regulations in all 27 Member States, Switzerland and the US. The study presents evidence on the scope of differences and similarities between national tax accounting regulations and the Directive's treatment in a complete, yet concise form. Based on this comprehensive comparison, it goes on to discuss remaining open questions and adjustments needed if the Directive is to be implemented in national tax law. Readers seeking a basis for taking an active part in the public debate will find a valuable source of information and a first impression of how the proposed CC(C)TB would affect corporate tax burdens in the European Union.

This volume provides a fascinating look at the anti-tax avoidance strategies employed by more than fifteen countries in eastern and western Europe, Canada, the Pacific Rim, Asia, Africa, and the United States. It surveys the similarities and differences in anti-avoidance regimes and contains detailed chapters for each country surveying the moral and legal dimensions of the problem. The proliferation of tax avoidance schemes in recent years signals the global dimensions of a problem presenting a serious challenge to the effective administration of tax laws. Tax avoidance involves unacceptable manipulation of the law to obtain a tax advantage. These transactions support wasteful behavior in which corporations enter into elaborate, circuitous arrangements solely to minimize tax liability. It frustrates the ability of governments to collect sufficient revenue to provide essential public goods and services. Avoidance of duly enacted provisions (or manipulation to secure tax benefits unintended by the legislature) poses a threat to the effective operation of a free society for the benefit of a small group of members who seek the privilege of shifting their tax burden onto others merely to compete in the world of commerce. In a world in which world treasuries struggle for the resources to battle terrorist threats and to secure a decent standard of living for constituents tax avoidance can bring economies close to the edge of sustainability. As tax avoidance is one of the top concerns of most nations, the importance of this work cannot be overstated.

This book presents an account of legal, economic and managerial perspectives on governance in situations of financial distress and insolvency. It uses detailed real-life case studies of executive decision making to explore and illustrate the discussion. The book deals with the emergence of corporate governance as a framework of checks and balances on executive decision-making, before moving to the core issues of governance during financial distress and insolvency and alternative informal and formal rescue. Identifying and reviewing turnaround strategies and formal rescue processes available to management, the book also examines the increasing importance of creditors and their impact on business decision-making. The book provides a detailed interpretation of governance in five mega insolvencies in retail and construction following the financial crisis in 2008. It also sets out a methodology which is designed to inform and help those readers seeking to analyse and interpret director behaviour in such circumstances.

This volume unites the perspective of business ethics with approaches from strategic management, economics, law, political science, and with philosophical reflections on the theory of Corporate Citizenship and New Governance.

In view of the internationalization of the (global) economy and the free movement of capital, new instruments of political coordination are needed. These societal changes trigger the two closely intertwined challenges examined in this book. The first challenge relates to the role and the self-conceptualization of business firms as corporate citizens within society. Companies are increasingly expected to assume the social responsibility of helping to shape the rule-framework of globalization. The second challenge refers to the form of the engagement in local, national and international processes of governance. To more credibly and effectively tackle these challenges, corporate actors are ever more participating in rule-setting processes together with civil society organizations and the government.

The ultimate guide to the current rules and regulations that govern the securities industry?including amendments in 2010

Providing readers with expert coverage of domestic securities regulation, this book fills the need for coverage of securities regulations, defining, describing, and explaining everything professionals need to know about domestic securities regulation.Examines the current securities rulesProvides an overview of the latest regulations for this industryIncludes a description of the various government regulations of securities markets, and securities transactions

Since the corporate scandals of 2002, this industry has seen intense scrutiny of how it is regulated. Regulation of Securities, Markets, and Transactions demystifies the new laws and regulations with straightforward, to-the-point coverage professionals need.

The Section on Business Law of the International Bar Association is greatly indebted to the Editor, J. Michael Robinson and to John Gauntlett, the Chairman of the Committee on Issues and Trading in Securities, and his Vice Chairmen, Blaise Pasztory, Robert Briner and the members of the Committee who have contributed, for their joint efforts in preparing this ftrst book of their committee. It will make a valuable addition to the libraries of all practising lawyers because it has been written by practising lawyers, with the knowledge and experience of their own daily work and the understanding of what a practi tioner is looking for. I am confident that this book will prove of real assistance to practitioners world-wide, as have previous publications of other Committees of the Section on Business Law. I wish it great success. I hope that you may wish to join the Section on Business Law and thereby make contact and work with lawyers with similar interests in commercial law. WALTER OPPENHOF Chairman of the Section on Business Law XI Editor's Introduction I have great pleasure in presenting reports from fourteen countries. In the best tradition of many institutions of higher learning which trace their origins to some medieval ale house, this project has its genesis in a bar."

The purpose of this book is to provide within a single volume a comparative analysis of the tax laws of developed countries bearing upon direct private investment in developing countries, and a representative sample of developing country laws bearing upon the receipt of such investment. This study was initiated by the Tax Committee of the Business Section of the International Bar Association under the leadership of Jean-Claude Goldsmith of the Paris Bar. I undertook to act as the reporter, to browbeat colleagues in other countries to write national reports, and to provide the reporter's overview statement. This report includes studies of fourteen developed countries prepared by national reporters and summaries of five other developed country laws. Note worthy are the detailed examinations of the laws of the Federal Republic of Germany and of Japan, the two developed countries that have provided the most comprehensive system of incentives for private investment in developing countries. Also contained herein are reports from eight developing countries, including a thorough examination of the laws of Brazil. Attention is paid in the developed country reports not only to those tax provisions that act as in inducement to foreign investment but also to those that favor domestic investment and hence act as a disincentive to foreign investment. Relevant double taxation agreements are discussed, and other aspects such as exchange control and government grants are also mentioned."

Die wirtschaftliche Schieflage vieler Traditionsvereine und die Insolvenz des Kirch-Medienkonzerns im Jahr 2002, durch die sogar Fussball-Bundesligavereine in finanzielle Bedrangnis geraten waren, zeigen die Aktualitat des Themas der wirtschaftlichen Krise und der Insolvenz bei Sportvereinen. Das Buch befasst sich mit der Darstellung des rechtstatsachlichen Umfeldes des Sportvereins und beleuchtet die Ursachen fur dessen Krisenanfalligkeit. Es wird aufgezeigt, mit welchen Mitteln die Vereinsfuhrung den wirtschaftlichen Problemen des Vereins schon im Vorfeld der Insolvenz wirksam begegnen kann. Schwerpunkt der Arbeit ist dann die umfassende Darstellung des eingetragenen Sportvereins in der Situation des Insolvenzverfahrens - von der Einleitung des Eroeffnungsverfahrens bis hin zur Beendigung des eroeffneten Insolvenzverfahrens. Ein besonderes Augenmerk wird zudem auf die Haftung des Vereinsvorstands wegen Insolvenzverschleppung gelegt.

Save BIGGER THAN EVER with this fully updated edition of the classic tax-saving guide! Tax whiz Jeff Schnepper has been helping ordinary taxpayers dramatically lower their tax bills for decades. Now, Schnepper brings his classic guide up to date for the coming tax season. Presented in language anyone can understand, How to Pay Zero Taxes 2020-2021 delivers everything you need to take full advantage of the newest tax laws-and pay the IRS less than ever before. Schnepper uncovers hundreds of sanctioned deductions, shelters, credits, and exemptions and provides invaluable tax tips you'll only find here. You'll learn how to navigate the tax code like a pro and save the maximum legal amounts on: * Capital gains and dividends * IRA and retirement plans * Converting personal expenses into deductible business expenses * Charitable deductions * Child care and elder care * Moving and job-hunting expenses * Mortgages and points * Investment expenses Every April, thousands of people around the country pay far more than they have to. Don't give the IRA one dollar more than the law requires. Use How to Pay Zero Taxes 2020-2021 to keep more of your hard-earned money in your own pocket.

Cryptoassets represent one of the most high profile financial products in the world, and fastest growing financial products in history. From Bitcoin, Etherium and Ripple's XRP-so called "utility tokens" used to access financial services-to initial coin offerings that in 2017 rivalled venture capital in money raised for startups, with an estimated $5.6 billion (USD) raised worldwide across 435 ICOs. All the while, technologists have hailed the underlying blockchain technology for these assets as potentially game changing applications for financial payments and record-keeping. At the same time, cryptoassets have produced considerable controversy. Many have turned out to be lacklustre investments for investors. Others, especially ICOs, have also attracted noticeable fraud, failing firms, and alarming lapses in information-sharing with investors. Consequently, many commentators around the world have pressed that ICO tokens be considered securities, and that concomitant registration and disclosure requirements attach to their sales to the public. This volume assembles an impressive group of scholars, businesspersons and regulators to collectively write on cryptoassets. This volume represents perspectives from across the regulatory ecosystem, and includes technologists, venture capitalists, scholars, and practitioners in securities law and central banking.

Economic cooperation between the CMEA countries is implemented according to the monetary and financial regulations worked out collectively. The regulations cover the organizational structure of international settlements; the choice of currency for settlements; the principles of international credit transactions; the determination ofthe exchange rate of the currency used in international settlements to national currencies and to convertible currencies outside the CMEA; the principles and rules ofinternational exchange and transfers; mIes for the currency allotments of citizens (roles of international transfers for citizens). The regulations also contain provisions for international settlements and credit transactions which are concluded through an independent international bank or banks. These regulations, the instruments and institutions together, form the international payments and monetary system of the CMEA. * The financial and monetary regulations of the CMEA community were formed in several stages, depending on the prevailing. conditions and the targets to be attained. In the years between 1949 and 1963 the general form of economic cooperation and of international settlements was the bilateral clearing agreement. In the bilateral agreements which the Soviet Union concluded with the other CMEA countries the currency of settlements was the Soviet rouble. The prices applied in foreign trade were not the internal producer prices of the Soviet Union, but world market prices (main international market prices) expressed in roubles, with the he]p ofthe exchange rate ofthe Soviet rouble to the US dollar, as quoted in the Soviet Union."

The book provides a full and practical review of the impact of the highly controversial European Directive on Alternative Investment Fund Managers, which was adopted after much debate in October 2010 (AIFMD). The AIFMD is intended to be a regulatory response to systematic risks that came to light in the financial crisis and will have a broad and material impact on the manner in which investment managers may operate and offer non-retail funds (including hedge funds, private equity funds, real estate funds and infrastructure funds), which were previously largely unregulated. The AIFMD not only regulates fund managers based in the EU, but also seeks to regulate non-EU managers who seek to offer non-EU funds to EU investors. Accordingly, the AIFMD will impact all fund offerings to professional investors based in the EU, potentially severely limiting the range of investments available to EU pension funds, insurance companies and other institutional investors. The book begins with a detailed review of the AIFMD itself, including the 'Level 2' rules. The bulk of the book consists of chapters that analyse and explain the national implementation legislation of the EU Member States. Through this structure, the work provides the reader with fast-track access to the regulation at European and national level of non-retail EU and non-EU funds and fund managers, which are caught by the AIFMD.

Since the 1970s, the practice of financing major private and public sector capital-intensive projects has shifted to an ever-greater reliance on private funding sources, as opposed to direct financing through the issuance of corporate or government bonds. In the 1990s, these financing practices have undergone further changes with the increasing globalization of capital markets, the growth of derivative instruments, and the rapid increase in information technology that enhances cash-management practices. Today's project financing market is increasingly using sophisticated capital market, bank and agency financing mechanisms as well as using derivative instruments for asset and liability management. Thus, financial market innovations are bringing the once separate fields of project financing and international finance more closely together. This is the first book to treat both topics as an interrelated whole, for contemporary project financing cannot be fully understood without a good working knowledge of the international financial markets that have developed the various financing techniques and funding sources being used. The book provides an in-depth description of cross-border project financing as a technique for financing capital-intensive projects, as well as an overview of certain financing and derivative instruments currently available in the global financial markets. The first part of the book provides an overview of certain funding and derivative instruments currently used in the international financial markets, including a general overview of financial innovations that have occurred in recent decades. Topics covered include an introduction to the syndicated Euro-credit market; an overview of various marketable debt securities actively used in the international financial markets; an introduction to depositary receipt as an innovative way of raising cross-border equity capital; an elaboration of the derivative instruments most commonly used in the project financing arena, including interest rate, currency and commodity swaps; and finally an overview of banks' off-balance sheet activities as a critical driving force for the participation of banks in the international financial and derivative markets. The second part of the book provides an in-depth analysis of project financing that concentrates on the financier's perspective. Topics covered include a general overview of the project financing industry; a step-by-step description of a typical cross-border project finance transaction; a description of the main characteristics and advantages of project financing as opposed to more traditional corporate lending practices; an overview of appraisal techniques for assessing project financing; a comprehensive analysis of the different risk management techniques used in project financing for reducing, distributing and hedging risks; and a brief overview of certain limited-resource financing schemes. The book includes a special focus on the various stages of the risk management process for project financing, elaborating on the different stages of risk identification, risk assessment, risk reduction, risk distribution and hedging and insurance. The authors also provide a comprehensive glossary of terms relating to international finance and project financing. This book will fulfill the need for an essential text on project financing as well as a professional reference guide.

A line-by-line preparation guide to the completely new and revised Form 990 for nonprofit organizations

The accurate and complete preparation of Form 990-the information return that must be filed annually by most types of tax-exempt organizations-is a key factor in maintaining public image and fundraising capabilities. The newly redesigned Form 990 was released in December 2008 with significant revisions to the initial June 2007 draft. Preparation of the new return will require tax-exempt organizations to gather extensive new information about their activities for disclosure on the new form beginning with their 2008 tax year.

In "Revised Form 990: A Line-by-Line Preparation Guide," authors Jody Blazek-who with other AICPA Task Force members was instrumental in effecting changes to the original IRS draft of the form-and Amanda Adams, provide step-by-step and line-by-line analysis and preparation guidelines for nonprofit professionals and nonprofessionals alike charged with preparing and submitting the form.

This hands-on workbook walks you through the process of producing an annual report to the IRS that demonstrates continued qualification for exempt status for a nonprofit organization, explaining the information requested page by page and part by part. It addresses the issues and challenges for each part, particularly the new schedules. As each part is explained, the authors suggest when certain answers have negative consequences. Guidance is provided for functional expense reporting and generally accepted accounting principles for reporting revenues. A good discussion of the differences between book and tax reporting and records needed to accurately display financials for tax purposes is included. The Form 990-PF and Form 990-T are also examined.

The commercial banking industry in the United States has dramatically restructured. While concentration has increased, banks no longer dominate financial services. Instead, they have become part of holding companies that own a broad range of closely related financial services companies that are both complementary and competitive. Historical prohibitions against interstate banking have been liberalized as have the regulatory barriers that strictly separate banking, insurance, and securities market activities. As risk and complexity in the financial system increases and traditional sources of returns in banking diminish, pressure for further change will mount.
While the facts of regulatory change in U.S. commercial banking are not entirely new, we have a limited understanding of how it actually happened. And how it happened holds important lessons for future change as well as for other banking systems that are facing similar pressures. The Invisible Hands of U.S. Commercial Banking Reform shows how to analyze incentives for economic and institutional change and then demonstrates how incentives shape beliefs and choices. Contrary to commonly held assumptions, U.S. commercial banking is governed by a closely integrated combination of markets and governments and large-scale adaptation appears to require both relatively unfettered private action and government guarantees.

This is the nation's first and oldest casebook on securities regulation. This edition has been streamlined for easier use, but it continues to provide instructors and students with the full range of tools for the in-depth study of securities regulation. It has been revised and updated to take into account the following: Initial coin offerings and sales of other crypto-assets Changes in the primary and secondary capital markets, including high frequency trading Certain amendments to the public disclosure requirements Amendments to the limited offering exemptions The ongoing debate around elements of Rule 10b-5 Regulation Best Interest Recent Supreme Court cases, including their implications for certain civil litigation and the SEC's continued reliance on administrative proceedings

The symbiosis between the law, economics and finance is evidenced in our daily lives. This book elucidates the relationship between these factors in Singapore and Hong Kong in direct and indirect real estate market. In Singapore, for example, there is an inseparable relationship between law, economics, finance and the HDB market. The book also showcases the concept of invitation to treat and offer, monetary compensation for environmental externalities under the lens of institutional economics. It also sheds light on the relationship between financial crisis, regulations, housing prices and indirect real estate market.

In this volume, what are thought to be some of the more important aspects of the Dodd-Frank Act are discussed from a number of perspectives, including that of industry scholars who have been actively involved in evaluating financial regulation, regulators who are responsible for implementing the reform, financial policy experts representing think tanks and banking trade associations, congressmen and congressional staff involved with developing the legislation, and legal scholars. The volume summarizes the act, evaluates how the new regulations are being implemented and how the implementation process is progressing, and discusses modifications that, in the views of the authors, might be needed to more effectively achieve the stated goals of the legislation.

This book reviews nine Supreme Court cases and decisions that dealt with monetary laws and gives a summary history of monetary events and policies as they were affected by the Court's decisions. Several cases and decisions had notable consequences on the monetary history of the United States, some of which were blatant misjudgments stimulated by political pressures. The cases included in this book begin with McCulloch v. Maryland in 1819 and end with the Gold Clause Cases in 1934-5. Constitutional Money examines three institutions that were prominent in these decisions: the Supreme Court, the gold standard and the Federal Reserve System. The final chapter describes the adjustments necessary to return to a gold standard and briefly examines the constitutional alternatives.