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Dr Philipp Paech NAB7.05

This course is available on the LLM (extended part-time), LLM (full-time), MSc in Law and Accounting and University of Pennsylvania Law School LLM Visiting Students. This course is available with permission as an outside option to students on other programmes where regulations permit.

The traditional financial market sectors of insurance, commercial banking, derivatives, capital markets and asset management are converging in practice, but their academic analysis is still largely sector-based. This course offers a cross-sectoral, functional analysis, permitting students to grasp the big picture. It highlights certain anomalies in differing legal treatment of the respective sectors, and considers key trends. The course provides an overview of the substantive law aspects (UK, EU and international) of international financial and business transactions. The focus is mainly on broad principles and policy issues rather than a detailed examination of statute, case law and drafting. However, where appropriate, legal concepts and market practice will be explained by reference to case law and other legal sources. The course is designed to be as topical as possible, and the content may change in the light of developments. While the precise topics covered will vary from year to year they typically will include the following:

• Introduction:

         o Logic and players of the financial market

         o Overview of types of financial transactions

         o Reasoning and sources of financial law and regulation

         o The types of risk and the role of financial law

         o European and global legal and regulatory architecture

• Raising capital: taking risk through funded positions

         o The nature of banks, deposit taking, loans, syndicated loans

         o Issuance of debt securities, eurobonds and equity

         o Investment funds

         o Cross-comparison of funded positions, common patterns and differences

• MItigating financial risk: simple financial positions

        o Guarantee and insurance

        o Derivatives and credit default swaps

        o Structured finance, securitisation

        o Cross-comparison and the risk of recharacterisation

• Mitigating financial risk through net and asset-backed positions

        o Set-off and netting

        o  Security interests, quasi-security and financial collateral

        o Insolvency policy and preferential treatment of financial firms

• Cross-jurisdictional analysis

        o Private international law analysis in financial law

        o Example 1: intermediated securities and cross-border collateral

        o Example 2: cross-jurisdictional netting

        o Common patterns and difficulties

20 hours of lectures and 5 hours of seminars in the LT. 2 hours of lectures in the ST.

The course will comprise a two hour weekly lecture in MT and small group follow-up seminars in weeks 3,5,7,9 and 11. There will be a Reading Week in week 6 of the MT. There will be a revision lecture in ST.

Students will be asked to submit a 2,000 word essay during LT. A voluntary mock exam is also offered.

A detailed reading list will be made available on Moodle prior to teaching.

Recommended general reading: (a) Joanna Benjamin, Financial Law, Oxford University Press, 2007; (b) Colin Bamford, Principles of International Financial Law, Oxford University Press, 2011; (c) Philip Wood, Law and Practice of International Finance (University Edition) 2007, Sweet&Maxwell; (d) S. Valdez, Ph. Molyneux, An Introduction to Global Financial Markets, 6th ed., Palgrave-McMillan, 2010 (this last one is not a legal work but ideal for understanding market practice).

Exam (100%, duration: 2 hours, reading time: 15 minutes) in the summer exam period.

Assessment is by closed book written examination. The exam is two hours plus 15 minutes reading time.