bluuebunny/crossref_metadata_2025_split huggingface dataset:
Initial Coin Offerings and EU Prospectus Disclosure
Authors: Maume Philipp 
Published: April 2022

There is a growing consensus among regulators and commentators that some cryptocurrencies (so-called ‘investment tokens’) are securities, provided that they grant their owner rights that are comparable to those of an investor. As a consequence, EU initial disclosure regulation applies, requiring the issuer to draw up a prospectus that contains all the information relevant for an investor to make an informed decision. Issuers of investment tokens are also subject to prospectus liability if the prospectus is flawed or no prospectus was made available at all.
However, this conclusion is only the first step of the wider debate of the best regulation of investment tokens, and many questions remain. The elephant in the room is whether the current regulation can be sensibly applied to public offers of investment tokens. This article discusses open questions in this regard, such as which national regulator is responsible for prospectus review and administrative measures? How can issuers from outside the EU ensure they do not become subject to the EU initial disclosure obligations? Who would the ‘issuer’ be if the tokens were offered by a decentralised network?
The article concludes that EU initial disclosure regulation can be sensibly applied to initial coin offerings. However, the fact that supervision and enforcement are currently carried out on the national level poses serious problems that should be addressed in the future.
Initial coin offering, ICO, security token offering, STO, cryptocurrency, crypto token, crypto asset, prospectus, investment token, security token
Engaging Stakeholders in Corporate Decision-making through Strategic Reporting: An Empirical Study of FTSE 100 Companies (Part 2)
Authors: Chalaczkiewicz-Ladna Katarzyna , Macneil Iain , Esser Irene-Marié 
Published: April 2022

Non-financial reporting has risen in significance in recent years as the role of stakeholders who are not shareholders has been recognised in corporate governance frameworks. In the UK the ‘strategic reporting’ provisions of the Companies Act 2006 give effect to this policy. In Part 1 we examined the strategic reports of the FTSE 100 companies from 2015 and 2016 and focused on compliance by companies with nonfinancial reporting requirements. We found that compliance with those requirements was very high, amounting even to super or over-compliance. This article (Part 2 of the project) assesses the quality of non-financial reporting through a series of interviews. It evaluates whether the current regulatory framework on non-financial reporting in the UK informs stakeholders adequately so as to facilitate effective engagement in corporate decision-making.
Companies Act 2006, section 172, strategic report, stakeholders, non-financial reporting, disclosure, engagement, sustainability, ESG , empirical studies
A Truly Future-Oriented Legal Framework for Fintech in the EU
Authors: Kapsis Ilias 
Published: April 2022

This article reviews critically the recent EU legislation and proposals for the regulation of financial technology (‘fintech”) and makes recommendations for legal improvements in the proposed frameworks, which will help to accelerate fintech growth, a declared EU goal, in the years to come. The rise of fintech driven by nonbank entities (technology startups, finance, big tech and big retail companies) helps to transform financial services industry, but also threatens the market positions of traditional banks and through them potentially the stability of the financial system. The current EU proposals, as presented in the Commission’s Fintech Action Plan published in 2018 and follow-up measures, outlined a number of steps to support fintech, while ensuring the protection of market stability and consumers and the maintenance of level playing field in the financial services markets. The article argues that, while the Commission’s proposed policy mix contains certain positive measures for fintech, it remains, overall, conservative and favours the incumbents. It also argues that unless the Commission becomes bolder and adopts a more flexible legal framework for fintech (for which the article makes specific recommendations), the latter will not grow at the pace needed to help build a competitive advantage for the EU financial sector. The Commission’s continuing support of the established market landscape dominated by financial conglomerates employing traditional business models risks undermining the ability of the European financial system to adapt to the changing competition landscape created by advancing financial technologies and to fully address stability concerns, which emerged as a result of the financial crisis.
fintech, EU, crypto-assets, crowdfunding, regulation, plan, regtech, artificial intelligence, GDPR, big data
Fine-tuning Bank Governance and Resolution: The Case for Remunerating Bankers through Bail-Inable Debt
Authors: D. Martino Edoardo 
Published: April 2022

This paper proposes a radical change in the current remuneration practices, including bail-inable debt within the variable component of remuneration packages.
In supporting such claim, the paper sets the economic rationale for remuneration and explains the quintessential role of debt in banking. Against such theoretical framework, the incumbent EU regulation reveals to be severely flawed.
Consequently, the paper shows why including bail-inable debt in remuneration packages provides incentives towards optimal risk-taking and develops a detailed policy proposal that focuses both on the content of the regulation and on the possible implementation strategies.
Bank Governance, Remuneration, Capital Requirement Directive, Bank Resolution, Bail-inable debt, Stability, Resolvability, Managerial Incentives; Excessive Risktaking; Material Risk-Takers
After the GDPR: Cybersecurity is the Elephant in the Artificial Intelligence Room
Authors: Degli-Esposti Sara , Ferrándiz Ester Mocholí 
Published: April 2022

This article presents an analysis of data protection authorities’ (DPAs) enforcement actions undertaken since the implementation of the General Data Protection Regulation (GDPR) in May 2018. The analysis shows that corporations fail to adopt transparent data processing practices and appropriate technical and organisational measures to secure personal data. By focusing on two specific DPAs, the Spanish AEPD and the British ICO, we make practical suggestions on how to foster the healthy development of the European digital ecosystem and the deployment of trustworthy artificial intelligence in big data environments in the face of growing cybersecurity risks.
Data protection law, cybersecurity, artificial intelligence, ICO, AEPD, DPA, big data, compliance, supervisory authority, sanctions
Mandatory CSR Disclosure: An Empirical Analysis of UK Modern Slavery Statements
Authors: Blindell Luke 
Published: April 2022

The Modern Slavery Act 2015 requires large firms doing business in the UK to disclose their efforts to prevent modern slavery within their global supply chains. This paper considers the extent to which companies have complied with the Act and provides an insight into engagement with its underlying objectives. This is achieved through a content analysis of the modern slavery statements published by 934 companies in 2016. As the largest systematic review of UK modern slavery reporting, this paper has international implications due to the globalized nature of modern slavery and the sizeable international shareholder base in large UK companies.
Transparency, disclosure, non-financial reporting, disclosure-based regulation, corporate governance, corporate social responsibility, stakeholder, modern slavery act, modern slavery statement, forced labour
The Future of the Special Duty of Care in the Financial Sector – Perspectives from the Netherlands
Authors: Busch Danny 
Published: April 2022

A clear trend is evolving as more and more banks and other financial institutions are being successfully sued before the civil courts of the Netherlands for breaches of their special duty of care (‘bijzondere zorgplicht’). Whereas it was initially mainly banks that had reason to worry about claims for damages based on a breach of the special duty of care, other financial institutions too are now having to take the possibility of such claims very seriously. Another factor is that the special duty of care owed by financial institutions now seems to apply not only in their dealings with retail clients but also in relation to non-retail clients that need protection. The author discusses the main developments relating to the special duty of care, leading to a consideration of how things may evolve in the future.
Banks, financial institutions, MiFID (Directive 2004/39/EC), MiFID II (Directive 2014/65/EU), conduct-of-business rules, duty of care, product governance, product intervention, mistake, error, contract law, tort law, Dutch Civil Code, Unfair Contract Terms Directive (Directive 93/13/EEC), nudging, FinTech, sustainable finance, mass damage
Systematically Flogging the Wrong: EU Corporate Fines Violate the Fundamental Rights of Shareholders – The European Commission as Revenant of the Persian Great King Xerxes
Authors: Reuter Alexander 
Published: April 2022

EU fines are imposed on companies, not managers. Economically, they hit the shareholders. Yet, the shareholders have typically not participated in the company’s wrongdoings, and corporate law often cuts-off shareholders from management. This article submits that the Commission’s corporate fines thus disproportionately restrict shareholders‘ rights under the EU Charter of Fundamental Rights: As corporate fines are manifestly unsuitable to reach their purpose, hit the wrong and hence do not „strike the right balance“, they are incompatible with the Charter. The increased significance of shares for citizens’ personal financial autonomy and old age provision resulting from the ECB’s low interest policy and the EU’s mushrooming fine amounts corroborate this finding.
Corporate fines, deterrent, purpose of corporate fines, shares, shareholders, fundamental rights, proportionality, suitability, restriction of rights, EU Charter of Fundamental Rights
The Italian Insolvency Law Reform
Authors: Zorzi Andrea 
Published: April 2022

The Italian insolvency and pre-insolvency frameworks have been reformed recently (2019, due to enter into force in September 2021 but now probably in 2022). This article recalls the intense period of reforms in Italian insolvency law, started in 2005 and culminated with the new ‘Code of enterprise crisis and of insolvency’. The Code introduces new rules for court-confirmed debt restructuring agreements (similar to schemes of arrangement) and judicial composition with creditors, as well as with regard to new rules for insolvency of groups, international jurisdiction and directors’ liability. The article addresses these novelties pointing out some unresolved issues. Finally, the article touches upon the compatibility of the new law with the Directive on restructuring and insolvency (Directive 2019/1023).
Autonomy of sport, Private International Law, Public-private Governance, Corruption, Transnational Legal Order, Sports Economy, Legal Status of Sporting Organisations, Audit, Managerial Transparency, Economic Monitoring, International Sporting Convention
Standing, Rights, and the Structure of Legal Argument
Authors: Craig Paul 
Published: April 2022

There is an extensive case law and literature on standing to seek judicial review in EU law. The ECJ's decision in the UPA case was nonetheless eagerly awaited. This was in large part because of the powerful Opinion of Advocate General Jacobs, which contained a wide-ranging critique of the existing law, combined with proposals for reform. The ECJ declined to follow the Advocate General's lead, and suggested that reform would have to be undertaken through Treaty amendment. The Court's decision and the Advocate General's Opinion are fascinating in many respects and are discussed in the following article. This article will explore the issues raised in four parts. There will be a brief overview of the law on standing to seek review prior to the UPA case. This will be followed by an analysis of the way in which the right to effective judicial protection was used by the Advocate General and the Court. The fact that rights can influence the development of doctrine in EU law is well recognised. It is less often that we are presented with such a good example of the different ways in which the same right can be used within legal discourse, and where this difference can have such a marked impact on the final outcome. The third part will focus directly on the arguments for expanding the standing requirements articulated by the Advocate General, and the ECJ's response. The article will conclude with a glimpse at the future and the extent to which reform might be forthcoming in the political forum.
Broadcasting, the Free Market and the Public Interest: Is the Italian Path to Pluralism Viable?
Authors: Gardini Gianluca 
Published: April 2022

The television and the mass media in general have a vital function in the creation of the democratic process, similar to that of institutions. The basic argument of this article is that television is not a simple market commodity and general competition laws cannot protect adequately the public interest of citizens in broadcasting.
In Italy, in particular, the television sector has always suffered for lack of pluralism, a highly concentrated market, strong influence of political forces over public broadcasting. For these reasons the Italian experience represents an interesting case, as it allows one to observe the effects of a transition from a broadcasting framework entirely based on specific public regulation (monopoly) to a system hinged on general competition laws and technological development After looking at the evolution of broadcasting in Italy, the author will try to suggest some remedies for the Italian television sector.
General Principles of EU Law and Horizontal Direct Effect
Authors: Cabral Pedro , Neves Ricardo 
Published: April 2022

This article comments upon the Kücükdeveci judgment of the Court of Justice of the European Union of 19 January 2010. The decision, issuing from the Court's Grand Chamber in a procedure involving observations from six Member States, is of huge significance. Not only does it represent an important contribution to the development and consolidation of European Union law on non discrimination in the context of employment but also, and most crucially, it is a fundamental milestone in the Court's jurisprudence concerning horizontal direct effect and general principles of EU law.
Dating Cinderella: On Subsidiarity as a Political Safeguard of Federalism in the European Union
Authors: Martinico Giuseppe 
Published: April 2022

The aim of this article is to provide a brief overview of the debate on the subsidiarity principle. Subsidiarity is one of the most ambiguous and debated notions in law, and it definitively belongs to all the legal disciplines, from EU law to constitutional and administrative laws, passing through human rights law. The debate on this principle has been enriched recently by a number of articles and books focused on the new provisions concerning national parliaments included in the Lisbon Treaty. When dealing with subsidiarity, the impression, at the first glance, is that of a Cinderella principle because of its evanescent nature (rule or principle?) and of its difficult justiciability. This article suggests that just a strong change in the European Court of Justice's (ECJ's) case law might transform our Cinderella into a real constitutional principle. Despite the vast existing literature, I have decided to focus on a few, in my view, fundamental readings on this point by attempting to describe the noble design behind the introduction of the subsidiarity principle in EU law and the re-evaluation of the weight of this concept in the practice of courts. In doing so, I started from the recent contribution of Robert Schütze, in Chapter 5 of his book, From Dual to Cooperative Federalism: The Changing Structure of European Law, which defines subsidiarity as a 'political safeguard' of EU federalism. The first part of this article thus will be devoted to the analysis of this work. As will be evident after a few lines, I share the comparative approach chosen by Schütze, but despite this methodological convergence, our conclusions are different. In the second part of this article, I will try to show how the interpretation of subsidiarity, as followed by the ECJ, is misleading and, consequently, how the choice of the Lisbon Treaty to rely on the national parliaments as the most suitable watchdogs of subsidiarity has to be regarded as unsatisfactory.
Legal Risk Management in EU Organizations
Authors: Tracol Xavier 
Published: April 2022

English abstract: Legal risk management is a methodology to manage legal norms which apply to the activities of the organization. Lawyers have been applying it to human resources and business law to increase the efficiency of their functions. This methodology may be adapted to the framework of the EU and the specificities of EU organizations since in-house lawyers who work for them are expected to realistically assess legal risks run by the administration. French abstract: La gestion des risques juridiques peut être définie comme une méthodologie de traitement des normes juridiques qui s'appliquent aux activités d'une organisation. Les juristes l'appliquent aux ressources humaines et au droit des affaires afin d'accroître l'efficacité de leurs fonctions. Cette méthodologie peut être adaptée au cadre de l'U.E. et aux particularités des organizations de l'U.E., dans la mesure où les juristes qui travaillent au sein de ces organisations ont pour mission de fournir une évaluation réaliste des risques juridiques encourus par l'administration.
European Political Parties and the Respect for the Values on Which the European Union Is Founded Between the European Legislation and the National Laws
Authors: Grasso Giorgio , Perrone Roberto 
Published: April 2022

This article argues that, in the current period of crisis that the European Union is facing, and after the European elections of May 2019, an answer may lie in the strengthening of democratic participation of citizens in the life of the Union, and that European political parties could be one of the key features of this possible solution. Regulation no. 1141/ 2014 establishes several conditions for the registration of a political body as a European political party or a European political foundation, including the respect for the values on which the EU is founded, mentioned in Article 2 of the Treaty on European Union (TEU). The same Regulation also introduces an Authority entrusted with the task of ensuring that such conditions are respected. The article examines the powers of the Authority and offers a brief comparison with a similar body established in Italy, the Commission for the guarantee of political parties’ internal rules and for the transparency and control of political parties’ accounts. It also considers several practices adopted under Regulation no. 2004/2003, the former Regulation on European political parties and foundations. The article also focuses on the issue of compliance of European parties with requirements established by national laws. In conclusion, the article holds that the conditions set by Regulation no. 1141/2014 and the establishment of an Authority entrusted with surveillance of compliance with relevant EU law may appear useful in order to strengthen the position of European political parties as a means to increase the participation of European citizens to political life of the Union and as an instrument to defend democracy and constitutionalism in the EU; however the procedures established by the Regulation are too complex and the real power, in case of a suspected breach of fundamental values of the EU, belongs to European institutions, thus the decision is in the final instance a political one.
European Political Parties, European Fundamental Values, Democracy, Constitutionalism, Registration of European Political Parties, Authority for European political parties and European political foundations
Interoperability Between EU Policing and Migration Databases: Risks for Privacy
Authors: Aden Hartmut 
Published: April 2022

The interoperability initiative passed in May 2019 as Regulations (EU) 2019/817 and 818 seeks new strategies for identifying dangerous individuals who use false or multiple identities. The EU’s databases in the Area of Freedom Security and Justice (AFSJ) for policing and migration purposes will be interconnected. This constitutes a paradigm shift for purpose limitation as a core element of data protection. This article identifies regulatory patterns and shortcomings in the technical and legal data protection arrangements of the interoperability regulations. The legal framework for data protection in the EU has developed considerably with the General Data Protection Regulation (GDPR) 2016/679 and with Directive 2016/680 for policing and criminal justice. The European Data Protection Board, a multilevel accountability forum in which European and national data protection authorities cooperate has been established. From a trans-disciplinary legal, public administration, and public policy perspective, this article analyses the regulatory patterns and institutional settings established for the upcoming interoperability of databases for policing and migration.
EU migration and policing databases, police information sharing, interoperability, data protection, privacy, accountability, eu-LISA, Europol, Schengen Information System, Visa Information System, EU external borders
Interoperable Databases: New Cooperation Dynamics in the EU AFSJ?
Authors: Galli Francesca 
Published: April 2022

At present EU institutions and agencies as well as national legislators have ambitious agendas on law enforcement authorities’ access to interoperable information systems, which have become a defining feature of the Area of Freedom, Security and Justice (AFSJ). They are the most advanced form of information exchange, conferring direct information access to competent authorities. Interoperable information systems are intended for the exchange of raw material for investigation purposes, which at a later stage could become evidence at trial. Interoperable information systems challenge existing cooperation dynamics and redefine the role of the actors involved. It is questionable whether mutual recognition and approximation, which have been considered the cornerstone of judicial cooperation in both civil and criminal matters for many years, can describe alone integration dynamics in law enforcement cooperation, particularly with reference to information sharing. This article appraises whether, and to what extent, law enforcement access to and use of interoperable information systems constitute new modes of law enforcement cooperation in the EU AFSJ. It then assesses what would be the implications of such a paradigm shift on information management. After a short overview of the main features of interoperability, it addresses whether and how the establishment and functioning of interoperable information systems actually or potentially redefines the existing distribution of tasks between the EU and Member States and among competent authorities of different kinds.
European Union, Area of Freedom Security and Justice, law enforcement, information management, interoperability, approximation, mutual recognition, principle of availability, platform integration