There are many indications that the 20th century will be the "Asian century" with several countries there approaching rapid and sustained economic development to be fuelled by neighbouring investor countries. This book provides a manual for investors interested in setting up joint ventures in the Far East and presents the legal nuts and bolts of that process with respect to Japan, South Korea, Taiwan, China, Indonesia, the Philippines and Thailand. A final item argues for alternatives to traditional dispute resolution methods, and should assist drafters of such contracts. Matters addressed systematically are: the selection of a joint venture vehicle, control of a joint venture company, tax incentives, acquisition of real property, government authorizations, legal procedures for termination and legal status of dispute resolution methods. This book presents the work of the International Bar Associations's Committee on Business Organizationa, convened in Hong Kong in 1991.

South Africa has become a nation defined by its protests. Protests can, and do, bring societal problems to public attention in direct, at times dramatic, ways. But governments the world over are also tempted to suppress this right, as they often feel threatened by public challenges to their authority. Apartheid South Africa had a shameful history of repressing protests. The architects of the country's democracy expressed a determination to break with this past and recognise protest as a basic democratic right. Yet, today, there is concern about the violent nature of protests.

Protest Nation challenges the dominant narrative that it has become necessary for the state to step in to limit the right to protest in the broader public interest because media and official representations have created a public perception that violence has become endemic to protests. Bringing together data gathered from municipalities, the police, protestor and activist interviews, as well as media reports, the book analyses the extent to which the right to protest is respected in democratic South Africa. It throws a spotlight on the municipal role in enabling or mostly thwarting the right.

This book is a call to action to defend the right to protest: a right that is clearly under threat. It also urges South Africans to critique the often-skewed public discourses that inform debates about protests and their limitations.

As the transnational character of banking and finance activities becomes ever more pronounced, there is a clear need for lawyers in the field to become conversant with pertinent legal developments in national jurisdictions other than their own. This book takes a major step towards fulfilling that need. It not only provides essential orientation in the banking law of nine countries in which international financial business is commonly transacted, but also offers experienced, high-quality insights into developments and trends in each of these jurisdictions. With origins in the discussions of the Banking and Finance Commission of the International Association of Young Lawyers (AIJA), this work examines the main areas of banking and finance law across a broad spectrum of areas of law from project finance to financial services regulation. Most of the chapters were originally presented as papers at a conference on "Managing Banking Risks and Combating Fraud" which was jointly organised by IBC and AIJA in London in March 1998. These papers have been updated for inclusion in this work, with the addition of a General Report and a new paper on the United States which takes into account the new Financial Services and Modernization Act (FSMA). Each chapter follows a predetermined outline, so the reader can easily make a comparative analysis across the countries covered.

The major themes of financial regulation in the U.S., the EEC, and Japan are discussed in four interwoven, but independent, essays. The central focus is the protection of the financial system by insuring prudential rules against systemic risks, particularly through promoting capital adequacy by international and national agreement and with due consideration to the distinction between the banking and securities business. The work concludes with the assertion that international harmonization of regulation is necessary for the long-run efficiency of financial markets.

Business crime with a corresponding recourse to criminal law and procedure to redress socially unacceptable business conduct continues to rise in many Western countries. In Italy this trend has taken the form of a vast and chaotic collection of special laws, many of them proposed and passed ad hoc in response to specific crimes, and without reference to the Italian Criminal Code or any other systematic body of law. As a result, business activity in Italy is particularly fraught with risk and uncertainty. "Italian Law on Business Crime" is the first book to sort out and organize this mass of legislative material into a coherent and useful body of law. It offers the business person clear assurance that his or her conduct in the course of entrepreneurial or other business activity in Italy will not fall foul of the law. It also provides guidance in identifying and combating the illegal conduct of others that can arise in such areas as taxation and bankruptcy proceedings. Beginning with a detailed background in the elements of Italian criminal law and business crime in general, Professor Di Amato goes on to analyze the particular crimes that can arise in corporate activity, bankruptcy proceedings, matters of taxation and customs duties, transfer of goods, compliance with environmental standards, competition and other market issues, finance, banking, insurance, securities, financial services, and use of negotiable instruments. The book concludes with a concise and valuable description of Italian criminal procedure.

Japanese antitrust law stems from the virtually verbatim adoption of United States antitrust law during the occupation years following World War II. However, distinctive Japanese elements have emerged with major amendments to the original Japanese Antimonopoly Act (JAA) in 1953, 1977, and 2005, with the result that Japanese antitrust law stands today as a uniquely important body of legislation and case law playing a significant role in international trade.This in-depth commentary by an internationally known practitioner and authority in the field fully details both the substance and procedure of the JAA, with close analyses of all the important cases that have been decided over the years. Among the crucial factors covered are the following: details of the 1953, 1977, and 2005 amendments with their rationales; the special JAA conception of "unfair trade practice"; judicial interpretations of key terms in the law; interpretation of rules governing resale pricing and sales method restriction; merger regulations and guidelines; role of the Japanese Fair Trade Commission (JFTC); administrative procedure; judicial review; awards; and extraterritorial application of the JAA.Especially valuable is a detailed sample compliance manual anticipating applicable contingencies likely to be encountered by any firm doing business in Japan. An appendix provides English texts of the JAA as amended, as well as important regulatory documents.Akira Inoue's "Japanese Antitrust Law Manual" will prove indispensable to business persons and their counsel, and of great value to students and teachers of antitrust and competition law. It is a source to be consulted again and again, both for precise answers to specific questions and for keen insight into the workings of this complex body of law.

Do the antitrust laws have a place in the digital economy or are they obsolete? That is the question raised by the government's legal action against Microsoft, and it is the question this volume is designed to answer. America's antitrust laws were born out of the Industrial Revolution. Opponents of the antitrust laws argue that whatever merit the antitrust laws may have had in the past they have no place in a digital economy. Rapid innovation makes the accumulation of market power practically impossible. Markets change too quickly for antitrust actions to keep up. And antitrust remedies are inevitably regulatory and hence threaten to `regulate business'. A different view - and, generally, the view presented in this volume - is that antitrust law can and does have an important and constructive role to play in the digital economy. The software business is new, it is complex, and it is rapidly moving. Analysis of market definition, contestibility and potential competition, the role of innovation, network externalities, cost structures and marketing channels present challenges for academics, policymakers and judges alike. Evaluating consumer harm is problematic. Distinguishing between illegal conduct and brutal - but legitimate - competition is often difficult. Is antitrust analysis up to the challenge? This volume suggests that antitrust analysis `still works'. In stark contrast to the political rhetoric that has surrounded much of the debate over the Microsoft case, the articles presented here suggest neither that Microsoft is inherently bad, nor that it deserves a de facto exemption from the antitrust laws. Instead, they offer insights - for policymakers, courts, practitioners, professors and students of antitrust policy everywhere - on how antitrust analysis can be applied to the business of making and marketing computer software.

In the field of international tax law, only a handful of scholars have had what it takes to actually affect policy. In recent decades, Sven-Olof Lodin is clearly among that distinct group. The influence of his work in the academic and business worlds has echoed far beyond his native Sweden (where he is honoured as one of the principal architects of the major tax reform of 1990) to the global context, where his great contribution has been signally recognized by his election in 1998 as the first Nordic president of the International Fiscal Association. He was a founding member of the Nordic Tax Research Council, which has done so much to ensure co-operation in tax matters between the Nordic countries. As a delegate of the Federation of Swedish Industries, he has participated in working groups at the European level and presented models of corporate taxation that are visible in EU tax policy. His colleagues and friends respect him not only for his achievements but also for the strong of justice that characterizes his radical proposals for reorientation of the tax system. In this festschrift, 25 tax law scholars from all over the world confront some of the problems that have preoccupied Lodin - cross-border income flows, tax treaties versus national codes, EC law versus national law, VAT, e-commerce income, and much more.

This indispensible book offers step-by-step guidance to small and mid-sized companies and non-profit organizations in managing corruption risks in overseas markets. It covers how and why to build a culture of integrity, develop a risk-based anti-corruption compliance programme, and engage with other industry players in collective action against shared corruption challenges. The focus on culture, compliance and collective action helps resource-stretched companies to build a strong foundation for a healthy and flourishing organization, as well as contribute towards raising standards of integrity across their industry. Key features include: Guidance for creating and contributing to collective action Quick definitions, tips and practical tools such as checklists A hands-on approach with an emphasis on culture and leadership Case studies and real-life examples of both corruption risks and the importance of a strong compliance culture. Anti-Corruption Compliance will be an invaluable resource for senior managers of small and mid-sized organizations in minimizing exposure to corruption risks in international markets. It will also prove useful to corporate lawyers and others involved with compliance functions in larger companies, as well as to academics and students of corporate law with an interest in anti-corruption and compliance.

The past fifteen years witnessed the emergence globally of a plethora of legislative measures aimed at countering money laundering. These developments have been inextricably linked with the growing international focus on newly perceived and/or prioritized global security threats such as organized crime and terrorism with money laundering counter-measures deemed essential to counter these threats. Taking these developments into account, this book examines in detail the evolution and content of money laundering counter-measures in the European Union. These measures constitute a new paradigm of security governance, achieved through three principal methods: criminalization, consisting in the emergence of new criminal offences; responsibilisation, consisting in the mobilization of the private sector to co-operate with the authorities in the fight against money laundering; and the emphasis on the administration of knowledge, through the establishment of new institutions, the financial intelligence units, with extensive powers to administer a wide range of information provided by the private sector. This paradigm may pose significant challenges to fundamental legal principles and to well-established social structures and the book attempts to address this balance. This up-to-date analysis includes the provisions of the new EU money-laundering Directive which was formally adopted in December 2001.

This book provides in-depth insights into the regulatory frameworks of five countries and the EU concerning the regulation of genome edited plants. The country reports form the basis for a comparative analysis of the various national regulations governing genetically modified organisms (GMOs) in general and genome edited plants in particular, as well as the underlying regulatory approaches.The reports, which focus on the regulatory status quo of genome edited plants in Argentina, Australia, Canada, the EU, Japan and the USA, were written by distinguished experts following a uniform structure. On this basis, the legal frameworks are compared in order to foster a rational assessment of which approaches could be drawn upon to adjust, or to completely realign, the current EU regime for GMOs. In addition, a separate chapter identifies potential best practices for the regulation of plants derived from genome editing.

Despite their differences, all 25 member States of the European Union agree that commercial activities should be controlled in the interests of market participants and that there must be rules to secure fairness. At the community level, there is a growing body of regulatory law dealing with unfair commercial practices. Within this framework, however, unfair competition law remains a matter for national law which depends on legal traditions, and cultural, linguistic and Historical particularities. It is only the two combined, the European requirements including the judicial; practice of the ECJ on the fundamental freedoms and national laws, which create European Unfair Competition Law. The book delineates, with extraordinary clarity and precision, the working of unfair competition law throughout the European Union. Its four comprehensive chapters encompass: basic considerations of definition, subject matter, enforcement, and applicable law: international provisions under the Paris convention, TRIPS, and WIPO model law; analysis of relevant EC directives and regulations and ECJ jurisprudence; and extensive discussions of the national unfair competition laws of all 25 Member States. For each Member State, specific topics covered include such considerations as the following: sources of law; competition law in a nutshell; regulation of advertising; direct marketing; sales promotion; risk of confusion; disparagement, defamation; misappropriation, imitation; impediment of competitors; and breach of the law. The author also provides a selected bibliography of sources for each country. It would be difficult to find a more useful analysis of European Unfair Competition Law than this systematic study. It is practical, thorough, clarifying, and readable, all at the same time. The author untangles the most complex of apparent contradictions with impressive skill. Copies of this book will quickly take their places on the working shelves of interested practitioners, academics, and officials throughout Europe.

Banking Regulation in China provides an in-depth analysis of the country's contemporary banking regulatory system, focusing on regulation in practice. By drawing on public and private interest theories relating to bank regulation, He argues that controlled development of the banking sector transformed China's banks into more market-oriented institutions and increased public sector growth. This work proves that bank regulation is the primary means through which the Chinese government achieves its political and economic objectives rather than using it as a vehicle for maintaining efficient financial markets.

Since its creation at the epoch-making Hague Peace Conference of 1899, which was attended by 26 states, the Permanent Court of Arbitration has contributed significantly to the development of peaceful means to resolve international disputes. In case after case, the Court's tribunals have prevented international "incidents" and other tensions from flaring into open hostility, and set precedents that greatly curtail the justification of violence between nations. This centenary publication provides a resource for international lawyers and arbitrators. It provides: detailed summaries of all the awards, decisions and reports rendered by both arbitral tribunals and conciliation commissions, as well as by fact-finding commissions of inquiry, appointed by the Court throughout its 100-year history; a penetrating analysis of the signal contributions of the Permanent Court of Arbitration to international law and dispute resolution; and expert commentary on some of the procedural challenges faced and resolved by the Iran-United States Claims Tribunal, arguably the most important arbitral tribunal of the 20th century, whose inception at the PCA preceded a 20-year history of achievement. The book reveals the surprising modernity of this venerable institution. The record contained in these pages is sure to provide guidance to practitioners engaged in international dispute resolution as we move into the next millennium.

In the wake of the legality crisis that has affected a number of prominent companies in the last decade, studies have reinforced the growing conviction that the board of directors, as legally constituted in leading jurisdictions, is not able to balance the power of controlling shareholders and that of the company's executives. The perennial issue of the dynamic between corporate ownership and management has thus taken a far-reaching new turn that tends to favour larger and more effective participation and involvement of shareholders in corporate governance. Proceeding from the shareholder's perspective, this book examines the law of public companies in Italy, France, the United Kingdom, Germany, and the United States. Law professors from each of the five jurisdictions analyse the role of the shareholder as a member of the corporate organization and as an investor, with attention to the listing process, the size and relevance of the securities market, the ownership structure of public companies, the division of powers within the company, the role of the general meeting of shareholders, minority rights, remedies, public authorities, and takeovers. As might be expected, the debate is quite heated, covering such topics as the following: * how institutional investors are changing the terms of the collective action problem; * ever-increasing political and public demands for more disclosure and transparency; * conflicts of interest among controlling shareholders; * convergence of the traditional 'insider' and 'outsider' financial systems; * internal agreements protecting the position of minority shareholders; and * directors' remuneration. The authors describe a number of possible mechanisms designed both to balance directors' and managers' powers and promote efficiency - proposals that also represent a means to offer legitimacy for the modern company towards society as a whole. This is a book that will be warmly welcomed by everyone engaged in the important debate under way on corporate responsibility and governance.

Ahmad Alkhamees defines Creative Shari'ah compliance as compliance with the letter but not the objectives of Shari'ah. In recent years, Islamic finance industry practises have come under scrutiny, with strong critiques levelled against many institutions that claim to provide Shari'ah-compliant products and services, which in fact undermine the spirit and the objectives of Shari'ah. This book significantly contributes to the sphere of Islamic finance in three main ways. First, it critically appraises justifications of creative Shari'ah compliance practises. Second, it examines how Shari'ah supervisory board (SSB) governance practises, and the inconsistent fatwas issued by SSBs, contribute to the issue of creative Shari'ah compliance. Most importantly, it suggests regulatory mechanisms which regulators can employ in Islamic countries such as Saudi Arabia and in secular countries such as the United Kingdom to deal with the issue of creative Shari'ah compliance.

This valuable book by Rome and Roberts, attorneys and participants in several Supreme Court cases involving commerical and corporate free speech, stands alone as a monographic treatment addressing the topic of the First Amendment and corporate and commercial free speech...It is a thorough, careful treatment of an area of growing importance. One would have to turn to the extensive law review literature on this topic for comparable, if partial, treatment...The book is detailed and sophisticated enough to be of use to legal counsels and academics, but it could be read with profit by upper-division and graduate students.

"Choice"

Critically assessing recent developments in environmental and tax legislation, and in particular low-carbon strategies, this timely book analyses the implementation of market-based instruments for achieving climate stabilisation objectives around the world. Through case studies and broader analysis, international experts examine taxes and subsidies in energy intensive sectors including stationary energy and transport in Europe and South America, and low-carbon strategies in Australia and East Asia. They also address cross-cutting policy issues involving water pollution and biodiversity protection. This work illustrates how economic instruments for a low-carbon transition need to align with other governmental policies and together influence behaviour in multiple domains such as energy, mobility, trade, land use and innovation. Providing a rich economic modelling of environmental fiscal policies, this topical book will be an engaging read for environmental tax scholars and professionals, as well as academics across energy and environmental economics, law and policy. Policy makers and practitioners in energy and climate policy will also benefit from its problem-solving approach. Contributors include: M.S. Andersen, E. Aydos, E. Belletti, M. Bisogno, C. Camara Barroso, Q. Changbo, G. Chazhong, J. Dellatte, B. Fenfen, L. Feng, S. Geringer, E. Guglyuvatyy, T. Iliopoulos, T. Kawakatsu, D. Kortschak, K. Kratena, V. Kulmer, A. Lerch, I. Meyer, M. Molinos-Senante, M. Pizzol, S. Rudolph, K. Schlegelmilch, S. Seebauer, M. Sommer, C. Sotiriou, N.P. Stoianoff, H. Thodsen, A. Tomo, J. Tumpel, M. Villar Ezcurra, Z. Zachariadis, J.M.M. Zanocchi

This book explores the role of law and regulation in sustaining financial markets in both developed and developing countries, particularly the European Union, United States and China. The central argument of this book is that law matters for the operation of financial markets, which, in turn, significantly influences the performance of firms, industries, and economies.

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The Role of Law and Regulation in Sustaining Financial Markets" is divided into four parts. Part one addresses the connection between law, financial development, and economic growth. Part two deals with the role of financial regulation, which can be used to correct market failures, such as negative externalities, information asymmetries, and monopolies. Part three focuses on the design, functioning, and performance of different financial instruments. Part four examines the topic of Corporate Social Responsibility. This book contributes to the law and finance literature by studying certain conventional issues, such as the relationship between finance and economic growth, and the effects of regulatory quality on financial development, from new perspectives and/or with new evidence, data, and cases. It also explores novel topics, such as project finance contracts, insurance and climate change, the shadow banking system, that have been overlooked in current literature.

This book is meaningful not only for the EU and the US, which have suffered considerably from the financial crisis of 2008, but also for China, which is struggling to build a sound institutional infrastructure to govern its increasingly complicated financial system. By comparing the regulatory philosophies and practices of the EU, the US and China, this book will help the reader to understand the diverse nature of the global law and finance nexus and avoid succumbing to the myth of "one size fits all.""

Since the EC Block Exemption Regulation (BER) went into force in June 2000, companies are required to undertake a self-assessment of the possible consequences of their vertical agreements that is, of agreements that arise in a channel of distribution between firms at different levels of trade or industry, i.e., between a manufacturer and wholesaler, between a supplier and customer, or between a licensor of technology and his licensee. Such an assessment can be extremely complex. Although the European Commission has issued regulatory guidelines to facilitate the self-assessment process, there can be little doubt that the in-depth analysis and guidance provided in this book will be greatly welcomed by business people and their counsel. "Economic Analyses of Vertical Agreements" clarifies the steps, tests, determinations, and evaluations entailed in assessing vertical agreements, especially when an individual examination under Article 81 EC Treaty is required (as it is for all companies with more than a 30 per cent market share in a relevant market). Among the terms and factors thoroughly explained, from the various pertinent points of view, are the following: vertical restraints and their components; exclusive and selective distribution agreements; channel strategies; single branding; free rider rationale; and, the European structured rule of reason in Article 81 EC Treaty. The presentation is particularly notable for its wide-ranging discussion of types of vertical restraints and combinations of vertical restraints and how each is impacted by the new vertical agreement rules. The author also discusses the relevant case law of the EC Courts. Companies doing business in Europe and their legal and economic advisers will find here an absorbingly detailed overview of requirements and procedures, a clear analysis against which to measure strategic choices, and an enormously useful handbook to consult at every turn for expert guidance through the assessment of their vertical agreements.

The book provides an analytical exposition of the law concerning directors' liability for the losses sustained by their companies' creditors, when the directors' companies are in financial distress or become insolvent. It is a detailed one-stop resource for obtaining a good understanding of the law which has developed from legislation and case law. In particular, there is a detailed consideration of what needs to be proved, what defences there are, and what might be the issues of concern for all parties. A doctrinal method is adopted and there is extensive analysis of the relevant legislation and case law. Rather than merely referring to cases to support propositions the discussion considers many of the cases in context and in depth and their relevance to the aim of the book. The book also endeavours to provide views, in a practical way, on aspects of the law and it identifies problems and how they may be addressed. Of interest to legal practitioners and insolvency practitioners alike, the book will in addition be useful to directors, government officials and academics.

During the past decade, the use of private enforcement within competition law has gradually increased throughout Europe but major differences still exist among Member States. By harmonizing a number of procedural rules, the implementation of the Damages Directive has established a level playing field among EU Member States. This book represents the first assessment of the implementation of the Damages Directive at the national level. The contributors explore the topic from a cross-cutting perspective as well as via a set of country case studies. Each chapter focuses on a number of procedural aspects harmonized by the Directive, and analyses the impact of the Directive by taking into consideration the national jurisprudence and the existing legal framework at the national level. By using a comparative lens, this timely book thus provides an up-to-date account of the emerging trends in private enforcement of competition law in Europe. Perceptive and engaging, this book will appeal to students and researchers in EU competition law and policy. Practitioners and national competition authorities will also find it informative and beneficial. Contributors include: M. Botta, P. Burke, J. M. Gonzalez, C. Kruger, J. Maillo, P.L. Parcu, S. Peyer, A.R. Pisarkiewicz, M.A. Rossi, T. Schreiber, S. Solidoro, S.V. Walle

Professor Leonard Sealy has spent almost 50 years studying and teaching law in Cambridge. A good proportion of this time has been occupied with matters relating to company law. As a scholar, teacher, author, law reformer and even draftsman Len Sealy's contribution to the refinement and improvement of structures, rules and most importantly ideas has been significant. Therefore the occasion of his retirement as the first S.J. Berwin Professor of Corporate Law in the University of Cambridge has afforded a number of leading company lawyers from around the world, many his former students or colleagues, an opportunity to address a series of important legal issues relating to companies and associated areas of commercial law and practice, in his honour.

This book provides a wide and deep perspective on the ethical issues raised by pervasive information and communication technology (PICT) - small, powerful, and often inexpensive Internet-connected computing devices and systems. It describes complex and unfamiliar technologies and their implications, including the transformative potential of augmented reality, the power of location-linked information, and the uses of "big data," and explains potential threats, including privacy invaded, security violated, and independence compromised, often through widespread and lucrative manipulation. PICT is changing how we live, providing entertainment, useful tools, and life-saving systems. But the very smartphones that connect us to each other and to unlimited knowledge also provide a stream of data to systems that can be used for targeted advertising or police surveillance. Paradoxically, PICT expands our personal horizons while weaving a web that may ensnare whole communities. Chapters describe particular cases of PICT gone wrong, but also highlight its general utility. Every chapter includes ethical analysis and guidance, both specific and general. Topics are as focused as the Stuxnet worm and as broad as the innumerable ways new technologies are transforming medical care. Written for a broad audience and suitable for classes in emerging technologies, the book is an example of anticipatory ethics - "ethical analysis aimed at influencing the development of new technologies" (Deborah Johnson 2010). The growth of PICT is outpacing the development of regulations and laws to protect individuals, organizations, and nations from unintended harm and malicious havoc. This book alerts users to some of the hazards of PICT; encourages designers, developers, and merchants of PICT to take seriously their ethical responsibilities - if only to "do no harm" - before their products go public; and introduces citizens and policy makers to challenges and opportunities that must not be ignored.