University of Oxford Legal Studies Research Paper Series最新文献

{"title":"The Use of Schemes of Arrangement to Effect Takeovers: A Comparative Analysis","authors":"J. Payne","doi":"10.2139/ssrn.2480941","DOIUrl":"https://doi.org/10.2139/ssrn.2480941","url":null,"abstract":"Schemes of arrangement originated in England but have since spread to a number of other common law jurisdictions. One of the most common uses of schemes is to effect a change of control transaction, as an alternative to a takeover offer. In some jurisdictions schemes have become the mechanism of choice for recommended bids. Jurisdictions differ in their response to this use of schemes. As regards English schemes, the legislative provisions, the courts and the regulatory authorities are neutral as to whether a change of control is effected by way of a scheme or a takeover offer. By contrast, some jurisdictions, such as Australia, have put in place legislative provisions that potentially constrain this use of schemes, and other jurisdictions make changes to the operation of schemes (such as increasing the approval threshold) which seem designed to respond to concerns regarding the operation of schemes in this context. This paper explores the use of schemes to effect change of control transactions, including their advantages and disadvantages compared to a takeover offer. The concerns raised regarding this use of schemes are discussed and analysed, and the approach regarding English schemes is compared with that of other jurisdictions where a different approach is taken. These include Australia, New Zealand and Hong Kong. The paper questions whether the English approach can be defended, and concludes that it can, as a result of the significant safeguards in place to prevent abuse, in particular the oversight of the court in the process and the fact that the UK Takeover Code covers change of control transactions effected via schemes as well as via takeover offers.","PeriodicalId":367754,"journal":{"name":"University of Oxford Legal Studies Research Paper Series","volume":"6 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2014-08-15","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"127790226","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Information, Advice & Representation in Housing Possession Cases","authors":"Susan Bright, Lisa Whitehouse","doi":"10.2139/SSRN.2430096","DOIUrl":"https://doi.org/10.2139/SSRN.2430096","url":null,"abstract":"This reports on empirical research into the processes involved in repossession of homes from owners and tenants, with a particular focus on how information about the occupier's non-financial circumstances become known to decision-makers. The research involved: interviewing elite actors, observing court cases and duty advice schemes, surveys of housing advisers and court administrators, and analysis of legal rules and court forms.","PeriodicalId":367754,"journal":{"name":"University of Oxford Legal Studies Research Paper Series","volume":"6 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2014-04-05","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"116878809","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"What is Freedom for?","authors":"L. Green","doi":"10.2139/SSRN.2193674","DOIUrl":"https://doi.org/10.2139/SSRN.2193674","url":null,"abstract":"Two conceptions of the value of political freedom are popular. According to one, freedom serves autonomy, creating one’s own path through life. According to the other, freedom serves authenticity, keeping faith with an identity one did not choose. This paper bridges the gap between these views in several ways. It shows that autonomy embraces some of the unchosen aspects of life that authenticity stresses, and that authenticity is consistent with scope for choice within an unchosen identity. It is also shows that both views share a stake in a neglected value, self-knowledge. Partisans of authenticity cannot keep faith with their identity if they do not know what it truly is. Partisans of autonomy cannot choose a path in life without knowing what the options are for them, and these options can be affected instrumentally and constitutively by their identity, which they therefore have a stake in knowing. Of course, there can be more than one sound argument in favor of freedom. But contrary to what many suppose, autonomy and authenticity are complementary, not competing, in making that case. The differences between them are matters of nuance and degree.","PeriodicalId":367754,"journal":{"name":"University of Oxford Legal Studies Research Paper Series","volume":"17 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2012-12-25","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"122646809","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"The Idea of Justice","authors":"John Gardner","doi":"10.2139/SSRN.2081682","DOIUrl":"https://doi.org/10.2139/SSRN.2081682","url":null,"abstract":"This is a critical notice of Amartya Sen's 2009 book The Idea of Justice. As well as conveying the flavor of the book, I try to untangle two different interpretations of Sen's central contrast between 'transcendental institutionalists' and 'realization-focused comparativists'. I also raise some doubts about Sen's conceptualization of his project: is the book really about justice at all?","PeriodicalId":367754,"journal":{"name":"University of Oxford Legal Studies Research Paper Series","volume":"93 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2012-06-11","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"133581709","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Multiculturalism, Freedom of Religion, Equality, and the British Constitution: The JFS Case Considered","authors":"C. McCrudden","doi":"10.1093/ICON/MOR022","DOIUrl":"https://doi.org/10.1093/ICON/MOR022","url":null,"abstract":"The JFS case involved a challenge by E, by way of judicial review, of the decision of a school in London, JFS (formerly the Jews’ Free School), to refuse to admit his son, M, to the school. JFS is a Jewish faith school. It is regarded as an excellent school academically, and is very popular among the Jewish community in London. It is consistently over-subscribed. It adopted as its over-subscription policy giving a preference in admission to those children recognized as Jewish by the Office of the Chief Rabbi of the United Hebrew Congregation of the Commonwealth (‘the OCR’). The OCR is recognized as, effectively, the head of the Orthodox branch of Judaism in Britain. Operating on an Orthodox interpretation of Jewish law ('halacha'), the OCR only recognizes a person as Jewish if that person is descended in the matrilineal line from a woman whom the OCR would recognize as Jewish, or that person has undertaken a course of conversion recognized by the Orthodox authorities. Applying this interpretation, M was not Jewish, according to the OCR. This admissions policy was held to constitute unlawful discrimination against M on the grounds of his ethnic origin.","PeriodicalId":367754,"journal":{"name":"University of Oxford Legal Studies Research Paper Series","volume":"26 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2010-11-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"114301990","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"1992 ISDA Master Agreement: Analyzing Market Quotation, Set-Off and Loss","authors":"Rupert Macey-Dare","doi":"10.2139/SSRN.1545290","DOIUrl":"https://doi.org/10.2139/SSRN.1545290","url":null,"abstract":"This paper analyzes key clauses relevant to valuation in the 1992 ISDA Master Agreement. The paper focuses principally on the section 14 definitions of: Market Quotation and Loss and on ISDA’s Basic Set-off Provision which is frequently added via the Master Agreement Schedule. Additional clauses considered relate to: First and Second Method, Payments on Early Termination, Settlement Amount, Pre-Estimate, Terminated Transactions, Affected Transactions, Termination Events, One and Two Affected Parties, Reference Market-makers, Unpaid Amounts, Calculations and Settlement. The paper highlights both the richness and complexity of specific valuation-related clauses in the 1992 ISDA Master Agreement and in the structure and interpretation of the Master Agreement as a whole. The paper concludes with c.20 additional student drafting questions.","PeriodicalId":367754,"journal":{"name":"University of Oxford Legal Studies Research Paper Series","volume":"30 28 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2010-03-28","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"115256710","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Classical Culture for a Classical Country: Scholarship and the Past in Vincenzo Cuoco's Plato in Italy","authors":"Giovanna Ceserani","doi":"10.2139/SSRN.1427457","DOIUrl":"https://doi.org/10.2139/SSRN.1427457","url":null,"abstract":"What is the place of the classical past and its study in Italy, a classical country whose roots reach back to antiquity, but has existed as an independent nation only since 1860? This essay (to be published in S. Stephen and P. Vasunia eds., Classics and National Cultures, OUP) explores this question through analysis of a historical novel set in ancient Greek South Italy and written by a founder of Italian Risorgimento. Cuoco's turn to the past in order to build a modern Italian identity is caught between European Hellenism and alternative ancient pasts of Italy. Moreover, as Cuoco co-opted Italian scholarship to bestow authority on his vision, a new relationship between classical scholars and national past emerged: scholars study, shape and preserve the nation's antiquity, but become at the same time, to an extent, themselves cultural patrimony.","PeriodicalId":367754,"journal":{"name":"University of Oxford Legal Studies Research Paper Series","volume":"21 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2009-02-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"116940541","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Horatian Lyric and the Vergilian Golden Age","authors":"A. Zanker","doi":"10.2139/ssrn.1427459","DOIUrl":"https://doi.org/10.2139/ssrn.1427459","url":null,"abstract":"Recent scholarship has focused on the way in which Horace avoids speaking of a returning golden age in his later poetry, even though Vergil had done precisely this in the sixth book of his epic. I argue that Horace realized that the concept was a problematic one; the golden ages constructed by the earlier tradition had been marked by characteristics that could never be achieved in reality. Horace therefore avoids the problematic terminology, instead defining the Augustan new age on his own terms.","PeriodicalId":367754,"journal":{"name":"University of Oxford Legal Studies Research Paper Series","volume":"15 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2009-01-01","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"133398101","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Community Competence to Regulate Medical Services","authors":"D. Wyatt","doi":"10.5040/9781472563385.ch-006","DOIUrl":"https://doi.org/10.5040/9781472563385.ch-006","url":null,"abstract":"The writer considers the extent to which the EC Treaty applies to the provision of medical services, and refers inter alia to case law of the Court of Justice which holds that hospital services provided within the framework of national social security schemes fall within the freedom to provide services. The writer examines the extent to which treating such medical services as falling within the internal market brings with it the possibility of regulation by the Community institutions under Article 95 EC, notwithstanding the fact that the title on Public Health excludes the possibility of harmonisation.","PeriodicalId":367754,"journal":{"name":"University of Oxford Legal Studies Research Paper Series","volume":"4 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2007-08-31","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"133059660","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}

{"title":"Community Competence to Regulate the Internal Market","authors":"D. Wyatt","doi":"10.2139/SSRN.997863","DOIUrl":"https://doi.org/10.2139/SSRN.997863","url":null,"abstract":"The claim of the Court of Justice in the Tobacco Advertising case that the Community institutions lack a general competence to regulate the internal market does not withstand critical examination. The Tobacco Advertising case contained both competence restricting and competence enhancing elements. The principal competence restricting elements were (a) that obstacles to trade could be addressed by removal of the obstacles, but not by a ban on the subject matter of the trade; (b) that harmonisation could only be justified by distortions of competition if those distortions were appreciable; (c) that in principle all provisions of a contested internal market measure must contribute to the internal market aims of the measure in question. The principal competence enhancing element was the proposition that a measure which makes some contribution to the internal market may be adopted as an internal market measure even if its main aim is public health protection; despite the fact that harmonisation of public health requirements is in principle ruled out by the Treaty. A further competence enhancing element was that the Court adopted an impressionistic approach to assessment of the requirement that distortions of competition must be appreciable if they were to justify harmonisation, leaving open the possibility that this requirement might be relaxed or sidestepped by the lawmaking institutions. The competence restricting elements of the Tobacco Advertising case have been contradicted or eroded by subsequent case law, such as the British American Tobacco case, and the Swedish Match case. After the latter case, obstacles to trade can be addressed by simply banning the trade. After the British American Tobacco case, it seems that hypothetical obstacles to trade, resulting from disparities between national labelling rules, can be addressed by eliminating the disparities in question, even if this makes no contribution to cross border trade in the products in question. In the Leitner case, the Court confirms that its approach to the requirement adopted in Tobacco Advertising, that distortions of competition must be appreciable in order to justify harmonisation, will be an impressionistic one. And in Rundfunk the Court considers that as long as a measure makes a contribution to the internal market, it is legitimate for that measure to regulate situations which have no link at all with freedom of movement - something of a retreat from the Tobacco Advertising case, but in line with case law dating from the 1960s which gives wide reading to competence to coordinate national social security rules in order to provide freedom of movement for workers. More broadly, it is noted that Community competence has not in practice been confined to removing obstacles to trade and distortions of competition, but extended to harmonising national rules which facilitate freedom of movement and to removing differences between national rules which create uncertainty for those contempla","PeriodicalId":367754,"journal":{"name":"University of Oxford Legal Studies Research Paper Series","volume":"35 1","pages":"0"},"PeriodicalIF":0.0,"publicationDate":"2007-07-02","publicationTypes":"Journal Article","fieldsOfStudy":null,"isOpenAccess":false,"openAccessPdf":"","citationCount":null,"resultStr":null,"platform":"Semanticscholar","paperid":"128662986","PeriodicalName":null,"FirstCategoryId":null,"ListUrlMain":null,"RegionNum":0,"RegionCategory":"","ArticlePicture":[],"TitleCN":null,"AbstractTextCN":null,"PMCID":"","EPubDate":null,"PubModel":null,"JCR":null,"JCRName":null,"Score":null,"Total":0}