Band 13, Heft 4

Among the many technical challenges that continue to have an impact on the effective resolution of large, complex, internationally active banking institutions and groups, the cross-border coordination of measures taken in different jurisdictions clearly is one of the most difficult to address. Given complex – and usually conflicting – vested national interests in home and host jurisdictions, cooperation requires not just a robust decision-making infrastructure, but also depends on the predictability of the economic outcomes of resolution – and on the fairness and reliability of ex ante commitments to joint burden-sharing. Given the dimension of these preconditions, it is hardly surprising that some jurisdictions, including, notably, the USA, have opted for ‘isolationist’, unilateral resolution actions vis-à-vis foreign-owned banks instead. The present article critically evaluates the new framework for cross-border bank resolution under the European Bank Recovery and Resolution Directive and the Single Resolution Mechanism as a counter-example, and identifies residual shortcomings in this regard.

For a long time the EU viewed corporate social responsibility as voluntary in nature. However, a policy focus on sustainability as a long-term driver of the social market economy within Europe has coincided with a shift in regulatory approach concerning corporate social responsibility. The introduction by the Non-Financial Reporting Directive of mandatory non-financial reporting for large companies heralds in a regulatory approach focusing on sustainability disclosures. However, given the considerable discretion afforded to companies in relation to the form of such disclosures, it remains to be seen how effective such disclosures will prove in practice in terms of achieving consistent transparency and sustainability gains.

This paper examines the regulation of outsider trading in EU and the US, highlighting the differences between the two legal systems and investigating the main implications of the different regulatory choices made in the two jurisdictions. Outsider trading can be defined as the sale or purchase of listed securities on the basis of material nonpublic information by individuals who do not qualify as “insiders”. While US law leaves considerable room to outsider trading, EU law unconditionally prohibits it. Constraining outsiders’ exploitation of material nonpublic information has a sound efficiency-grounded justification, but an unconditional ban on all informed trading by outsiders appears harmful: it hinders investors’ incentives in ferreting out new information, decreasing market efficiency and increasing agency costs of publicly traded firms. US law, with its selective limitation of outsider trading, appears largely immune from these consequences. EU law, to the contrary, has the potential to carry on such drawbacks.

This paper aims at giving basic information about the recent amendments in Italian private company law in particular, the “new” simplified s.r.l. and the ordinary s.r.l. with a capital under the minimum threshold are considered, along with innovative startups and SMEs. In spite of lowering the starting legal capital required for a company’s constitution, the running legal capital set at 10,000 Euro seems to be still in force, and the overall situation does not seem to imply a race to the bottom against creditors’ stakes, as will be underlined in the conclusion.