bluuebunny/crossref_metadata_2025_split huggingface dataset:
Tax Issues in Restructuring
Authors: Mallon Christopher , Waisman Shai Y , Schrock Ray C 
Published: March 2021

Abstract
A company engaged in the modification or restructuring of its debt, or simply the buying back of its debt, should carefully consider the tax implications. In some cases, even what seems like an innocuous action (as in the case of the US tax rules relating to modifications of debt) may have significant tax implications. In other cases, advance planning may yield more efficient structures, or otherwise ensure that taxes are properly factored into the decision-making process. Depending on the situation, the tax cost can take the form of current or deferred tax payments, the reduction or elimination of the company’s valuable tax benefits (such as net operating losses or tax basis), or other limitations on the company’s use of such tax benefits.
Pension Scheme Trustees and Regulators
Authors: Mallon Christopher , Waisman Shai Y , Schrock Ray C 
Published: March 2021

Abstract
Superficially, the UK and the US pensions regime when companies are restructuring look similar. Both countries have a significant number of defined benefit pension plans, both have a regulatory safety net for those plans and both have active regulatory bodies to patrol that safety net that can play a substantial role in the restructuring of the sponsoring employer. Under both regimes, substantial debts can be triggered on the employers.
Substitution of New Debtor; Transfer of Contract
Authors: Jansen Nils , Zimmermann Reinhard 
Published: March 2021

While the example creates the	impression that a change of debtor is a frequent occurrence, the legal reality is somewhat different. The creditor (C) may simply be reluctant to accept a new debtor. Nevertheless, the substitution of a debtor may take place in relation to an ‘ordinary’ cross-border sales contract.
Introduction
Authors: Parry Rebecca 
Published: March 2021

Abstract
Since at least the Middle Ages, credit has played a significant role in the functioning of the commercial economy in England and Wales, and it continues to be a central feature of the modern economy. Credit enables goods and services to be traded on a much wider scale than would otherwise be the case. However, for almost as long as there have been credit dealings, there have been debtors who have been unable to meet their obligations, either through circumstances beyond their control or through deviousness. The collective insolvency procedures of liquidation and bankruptcy have traditionally been employed in such circumstances, with the debtor’s available assets (subject to certain exemptions) being used to make payments to creditors. The aim of these collective procedures is to distribute the debtor’s assets among creditors in a manner that is, as far as possible, fair.
Concurrent Bankruptcy and Divorce or Civil Partnership Dissolution
Authors: Parry Rebecca 
Published: March 2021

Abstract
Concurrent bankruptcy and divorce proceedings are common both on account of the stress that one of these life changing events may have on a marriage or a business and also on account of deliberate design on the part of some debtors. In consequence, difficult questions may be raised regarding the respective entitlements of the debtor’s former spouse and creditors. As a reflection of these difficulties, this area of law has given rise to significant case law and a substantial body of literature.
The International Dimension of EMU: The Interplay Between the Global Financial Stability Architecture and the European Union
Authors: Donnelly Shawn , Wessel Ramses 
Published: March 2021

AbstractIt is a truism that the European Union’s self-proclaimed autonomy may be a helpful concept in legal terms–primary to preserve the monopoly of the European Court of Justice to interpret European Union (EU) law–but it is equally clear that the EU is to a large extent influenced by the decisions and policies of other international institutions. The present chapter aims to assess this external influence in relation to a specific, but core dimension of the EU, the Economic and Monetary Union (EMU). More specifically, we will assess the influence of what these days is known as the Global Financial Stability Architecture (GFSA), on the EMU. As will be further explained below, the GFSA is a network of the key global financial institutions that collect data, conduct research, provide insight and propose rules of conduct for the financial sector. Its mission is to rethink (global) macroeconomic policy to make economies more resilient–how to steer the economy clear of risks that could lead it to collapse; how to deal with real-time crises; and how to initiate recovery. Its primary method is to find out how differing components of financial markets act and react to one another, and to propose prudential regulation that shapes the behaviour of private financial service providers, of governments and of central banks.
Transaction Avoidance
Authors: Anderson Hamish 
Published: March 2021

Abstract
Laws dealing with the problem of debt avoidance were a feature of English law long before the enactment of laws providing for insolvency proceedings. Thus an enactment in 1376, during the reign of Edward III, provided that property given by debtors to friendly third parties remained available to be taken in execution by the debtor’s creditors, whereas the founding statute providing for a bankruptcy law was not enacted until 1542, during the reign of Henry VIII. This illustrates a point which remains equally true today, namely that transaction avoidance overlaps with insolvency law but can go wider. For example section 423, dealing with transactions defrauding creditors, can be invoked by a victim of the transaction even though no insolvency proceedings are taking place.
Wrongdoing by Directors and Others
Authors: Anderson Hamish 
Published: March 2021

Abstract
Both outright dishonesty and genuine misfortune are less common than is sometimes supposed; most insolvencies result from a degree of culpable mismanagement. Although the work of office-holders appointed in insolvency proceedings is primarily concerned with the administration of the insolvent estate, examination of the causes of insolvency and the punishment of malpractice are also important. Accordingly, insolvency law includes various provisions by means of which malpractice can be pursued. It is a statement of the obvious that failure to take proper action in respect of malpractice encourages degeneration in attitudes to debt. The treatment of malpractice is therefore central to the wider social and economic purposes of insolvency law.
Cross-border Insolvency
Authors: Anderson Hamish 
Published: March 2021

Abstract
In the practice of insolvency law, the usual challenge is to work out the answer to a problem as a matter of general law and then to factor in the consequences of one or more of the parties being insolvent. In cross-border insolvency cases, this exercise can be made considerably more complicated by choice of law issues. Ultimately, cross-border insolvency questions are all questions of private international law which are determined in accordance with specific rules where applicable or otherwise in accordance with general principles. The aims are to recognize properly grounded foreign insolvency proceedings, to act in aid of them where appropriate, to ensure that English proceedings will achieve extra-territorial recognition where necessary, and thereby to achieve fairness for all creditors everywhere by avoiding conflicts and confusions between jurisdictions.
Directors’ Conflicts
Authors: Langford Rosemary Teele 
Published: March 2021

Abstract
The issue of directors’ accountability and responsibility is never far from the public spotlight, as recently highlighted by corporate governance reforms initiated by the UK government and by the proceedings of the Banking Royal Commission in Australia. A topic of increasing practical and regulatory complexity is the conflicts faced by company directors. Conflicts may occur between directors’ self-interest and the interests of the company, between duties owed to more than one company or principal or between the interests of different stakeholders. This is a core source of concern, and of commentary, in a number of common law jurisdictions. As the complexity of commercial transactions and of corporate life in general increases, the application of the duty to avoid conflicts has necessarily become more complicated. At the same time there is a constant tension between ensuring accountability and not deterring responsible risk-taking. Concerns have been expressed that the legal and regulatory burden is too high. Providing certainty and comprehensive coverage of key aspects of the law relating to directors’ conflicts is therefore vital.
Contesting the Admissibility of the Action at First Instance
Authors: Naômé Caroline 
Published: March 2021

Abstract
This chapter describes how the Court of Justice (ECJ) has dealt with appeals in which the appellants contested the admissibility of the action at first instance. The difficulty was that the appellants did not always have a legal interest in bringing proceedings. The summary of the case-law differentiates between particular situations: where the General Court had rejected the preliminary plea of inadmissibility, where it had joined that plea to the substance and where the inadmissibility had not been challenged before the General Court. A number of rules specific to that question were added in the 2012 recast of the Rules of Procedure.
Article 3 Territorial scope
Authors: Svantesson Dan Jerker B 
Published: March 2021

Abstract
Any processing of personal data in the context of the activities of an establishment of a controller or a processor in the Union should be carried out in accordance with this Regulation, regardless of whether the processing itself takes place within the Union. Establishment implies the effective and real exercise of activity through stable arrangements. The legal form of such arrangements, whether through a branch or a subsidiary with a legal personality, is not the determining factor in that respect.
Article 5 Principles relating to processing of personal data
Authors: de Terwangne Cécile 
Published: March 2021

Abstract
Article 6(1) (Lawfulness of processing) (see too recitals 40–49); Article 6(4) (Exceptions to the requirement of compatible purposes for further processing and criteria to ascertain whether a purpose of further processing is compatible with the purpose for which the personal data are initially collected) (see too recital 50); Article 12 (Transparent information) (see too recitals 58–59); Articles 13–15 (Information and access to personal data) (see also recitals 60–64); Article 24 (Responsibility of the controller) (see too recitals 74–78) ; Article 32 (Security of processing) (see too recital 83); Article 89(1) (Safeguards and derogations relating to processing for archiving purposes in the public interest, scientific or historical research purposes or statistical purposes) (see too recitals 158–163).
Article 7 Conditions for consent
Authors: Kosta Eleni 
Published: March 2021

Abstract
Article 4(11) (Definition of consent) (see too recitals 32 and 33 on consent for scientific research purposes); Article 6(1)(a) (Lawfulness of processing—consent) (see also recitals 40 and 42–43); Article 8 (Conditions applicable to child’s consent in relation to information society services); Article 9(2) (Processing of special categories of personal data—consent) (see too recital 50); Article 13(2)(c) (Information to be provided—withdrawal of consent); Article 14(2)(d) (Information to be provided—withdrawal of consent); Article 17(1)(b) (Right to erasure—withdrawal of consent) (see also recital 65); Article 18(2) (Right to restriction of processing); Article 20(1)(a) (Right to data portability) (see also recital 68); Article 22(2)(c) (Automated decisions and profiling) (see also recital 71); Article 49(1)(a) (Derogations for specific situations) (see also recital 111); Article 83 (General conditions for imposing administrative fines) (see also recitals 155 and 171).
Article 16 Right to rectification
Authors: Terwangne Cécile de 
Published: March 2021

Abstract
Article 5(d) (Principles relating to processing of personal data—accuracy) (see too recital 39); Article 12 (Transparent information, communication and modalities for the exercise of the rights of the data subject) (see too recital 59); Article 19 (Notification obligation regarding rectification or erasure of personal data or restriction of processing); Article 23 (Restrictions) (see too recital 73); Article 89 (Safeguards and derogations relating to processing for archiving purposes in the public interest, scientific or historical research purposes or statistical purposes) (see too recital 156).
Article 18 Right to restriction of processing
Authors: Fuster Gloria González 
Published: March 2021

Abstract
Article 4(3) (Definition of ‘restriction of processing’); Article 5(1)(d) (Principle of accuracy); Article 16 (Right to rectification); Article 5(1)(a) (Principle of lawfulness); Article 17(1)(d) (Right to erasure based on unlawful processing); Article 5(1)(c) (Principle of data minimisation); Article 17(3)(e) (Limitations to the right to erasure); Article 19 (Notification obligation); Article 21 (Right to object); Article 89 (Derogations relating to processing for archiving purposes in the public interest, scientific or historical research purposes or statistical purposes); Article 58(1)(g) (Powers of supervisory authorities).
Article 34 Communication of a personal data breach to the data subject
Authors: Burton Cédric 
Published: March 2021

Abstract
Article 4(12) (Definition of a personal data breach); Article 23(1) (Restriction of communication obligation by EU Member States) (see too recital 73); Article 28(3)(f) (Processor); Article 32 (Security of processing); Article 33 (Notification of a breach to the supervisory authority) (see too recital 85); Article 70(1)(g)(h) (Tasks of the Board); Article 83(4)(a) (Fines for infringement of Article 34).
Article 48 Transfers or disclosures not authorised by Union law
Authors: Kuner Christopher 
Published: March 2021

Abstract
Any judgment of a court or tribunal and any decision of an administrative authority of a third country requiring a controller or processor to transfer or disclose personal data may only be recognised or enforceable in any manner if based on an international agreement, such as a mutual legal assistance treaty, in force between the requesting third country and the Union or a Member State, without prejudice to other grounds for transfer pursuant to this Chapter.
Article 61 Mutual assistance
Authors: Blume Peter 
Published: March 2021

Abstract
Article 50 (International cooperation) (see too recital 116); Article 51(2) (Obligation of supervisory authorities to cooperate to ensure consistency) (see too recital 124); Article 56 (Competence of lead supervisory authority) (see too recitals 124–128); Article 57(1)(g) (Tasks of supervisory authorities); Article 60 (Cooperation between lead supervisory authority and supervisory authorities concerned) (see too recitals 130–31); Article 62 (Joint operations of DPAs) (see too recital 134); Article 64(2) (Opinion of the Board in case of non-compliance with Articles 61 or 62) (see too recital 136).
Article 67 Exchange of information
Authors: Van Eecke Patrick , Šimkus Anrijs 
Published: March 2021

Abstract
Article 51(2) (Obligation for supervisory authorities to cooperate with each other) (see too recital 123); Article 60(12) (Obligation for supervisory authorities to use a standardised format for communicating information to each other); Article 61(9) (Commission power to adopt implementing acts concerning the exchange of information by electronic means); Article 64(4) (Obligation to use a standardised format for communicating information to the Board); Article 93(2) (Committee procedure for adopting implementing acts) (see too recital 167).
Article 68 European Data Protection Board
Authors: Docksey Christopher 
Published: March 2021

Abstract
Article 57 (Tasks of supervisory authorities), Article 58 (Powers of supervisory authorities) (see too recital 129); Article 69 (Independence of the EDPB); Article 70 (Tasks of the EDPB); Article 71 (Reports); Article 72 (Procedure within the EDPB); Article 73 (Chair of the EDPB); Article 74 (Tasks of the Chair); Article 75 (Secretariat of the EDPB) (see too recitals 118 and 140); Article 76 (Confidentiality within the EDPB).
Article 70 Tasks of the Board
Authors: Docksey Christopher 
Published: March 2021

Abstract
Article 12 (Transparent information, communication and modalities for the exercise of the rights of the data subject) (see too recital 60); Article 42 (Certification) (see too recital 100); Article 43 (Certification bodies); Article 57 (Tasks of supervisory authorities) (see too recitals 123, 129 and 133); Article 58 (Powers of supervisory authorities) (see too recital 129); Article 63 (Consistency mechanism) (see too recital 135); Article 64 (Opinion of the Board) (see too recital 136); Article 65 (Dispute resolution by the Board); Article 66 (Urgency procedure); Article 68 (European Data Protection Board) (see too recital 139); Article 69 (Independence) (see too recital 139).
Article 75 Secretariat
Authors: Docksey Christopher 
Published: March 2021

Abstract
Article 52 (Independence of supervisory authorities); Article 68 (European Data Protection Board) (see too recital 139); Article 69 (Independence of the EDPB); Article 70 (Tasks of the EDPB); Article 71 (Reports); Article 72 (Procedure within the EDPB); Article 73 (Chair of the EDPB); Article 74 (Tasks of the Chair).
Article 82 Right to compensation and liability
Authors: Zanfir-Fortuna Gabriela 
Published: March 2021

Abstract
Article 77 (Right to lodge a complaint with a supervisory authority) (see too recital 141); Article 78 (Right to an effective judicial remedy against a supervisory authority) (see too recital 141); Article 79 (Right to an effective judicial remedy against a controller or processor) (see too recitals 141 and 145), Article 80 (Representation of data subjects) (see too recital 142); Article 81 (Suspension of proceedings) (see too recital 144).
Dishonest Assistance
Authors: Hoffman Sofie 
Published: March 2021

Abstract
Where a breach of trust is committed by a trustee and a third party has assisted or induced that breach, a claim can be brought against the third party personally so that he is directly liable to the beneficiaries for the breach of trust. The third party is made a ‘constructive trustee’ and the beneficiaries can seek the same remedies against him as if he were a trustee. The liability of the dishonest assister is based on the third party being an accessory to the breach of trust. It is not dependent on him having held any of the trust property.
Parties to Trust Disputes
Authors: Zavos Andrea , Lindley Mark 
Published: March 2021

Abstract
It is essential in all legal proceedings that the proper parties are joined or appropriately represented, in order to ensure that the outcome is binding and final in relation to all of those persons interested in the subject matter of those proceedings. Issues around the identity and joinder of parties are particularly common in connection with trust disputes, where the class of beneficiaries interested in the trust may include a large number of persons with diverse interests. These will often include minor or unborn persons and even the trustees of other settlements and charities, or charitable interests.
Cayman Islands
Authors: McMillan Morven 
Published: March 2021

Abstract
The Cayman Islands introduced its first trusts statute in 1967. The Trusts Law is currently in its 2018 revision (the ‘Trusts Law’). The Cayman Islands is a common law jurisdiction and its court will have regard not only to local reported cases but to reported trusts cases and equitable principles developed over centuries in England and other common law jurisdictions.
Guernsey
Authors: Gray Elaine , Le Cras Karen 
Published: March 2021

Abstract
The Bailiwick of Guernsey is a dependency of the British Crown, with its own government and legal system. The roots of Guernsey law can be traced to the customary laws of Normandy which remain influential in certain areas. However, in modern times the influence of English law has increased and is now dominant, especially in the area of trust and company law.
Company Meetings and Resolutions
Authors: Kosmin Leslie , Roberts Catherine 
Published: March 2021

Abstract
This new edition is the only work solely dedicated to the law of company meetings of solvent public and private companies that are registered and incorporated under the Companies Act 2006 and its predecessors. As before, the new edition is written by an author team of great authority who have specialized in company law throughout their careers. The third edition addresses the use of technology in company meetings, and in particular, considers whether it is lawful for a company registered under the Companies Act 2006 to hold a meeting of shareholders by electronic means only. The practical, as well as the legal issues are considered with regard to this issue. The changes brought in by the UK Corporate Governance Code 2018, with regard to the role of the Chair and the board at meetings of listed companies, is covered along with other developments relating to the duties and activities of the Chair such as in Re Dee Valley Group plc 2017. Other important new case law is also covered such as Sharp v Blank 2015 concerning the duty of directors to provide sufficient information to shareholders to enable them to make informed decisions. Amendments made by the Regulatory Reform Act 2013 to the Companies Act 2006 regarding approval by shareholders of director remuneration policy are duly considered. The Rt. Hon Lord Justice David Richards has written a foreword to the third edition, This book is the leading authority on the law of company meetings and resolutions and all practitioners advising on this subject will find this an invaluable tool for desk research as well as a handy companion at company meetings.
Meetings Requested by Members
Authors: Kosmin Leslie , Roberts Catherine 
Published: March 2021

Abstract
In accordance with their general powers of management the board of directors of a company are empowered to convene general meetings of members whenever they consider it to be in the best interests of the company to do so and whenever it is necessary. Prior to CA 2006 such meetings were known as extraordinary general meetings so as to distinguish them from the annual general meeting which used to be compulsory for both public and private companies. Under CA 2006 the term ‘extraordinary general meeting’ is no longer used. It is replaced by the generic term ‘general meeting’. The power to convene a meeting is to be found in the articles of association and appears, for example, in reg 37 of the 1985 Table A.
Commentary on the Provisions of the Companies Act 2006, Part 13, Sections 281 to 361
Authors: Kosmin Leslie , Roberts Catherine 
Published: March 2021

Abstract
The Companies Act 2006 (CA 2006), which on enactment contained over 1,300 sections, 47 Parts and 16 Schedules, received the Royal Assent on 8 November 2006. The preamble to CA 2006 states that it is ‘An Act to reform company law and restate the greater part of the enactments relating to companies; to make other provision relating to companies and other forms of business organisation; to make provision about directors’ disqualification, business names, auditors and actuaries; to amend Part 9 of the Enterprise Act 2002; and for connected purposes.’ This legislation was the result of a thorough review and overhaul of the statutory provisions affecting registered companies and it replaced all the provisions of the Companies Act 1985 (CA 1985) and other associated statutes. Since November 2006 further additions and amendments have been made to the CA 2006; this is testament to the proposition that the law is ever-evolving to meet new situations and challenges.