Author: Huskins, Priya Cherian

Source: Journal of Corporate Law Studies, Volume 9, Number 2, October 2009 , pp. 439-456(18)

Publisher: Hart Publishing

Abstract:

Cross-border listings of securities can lead to mismatches between the litigation environment in the country in which a company lists its shares and the liability protections available to the directors and officers of the company under its home country law. Depending on the countries involved, the officers and directors of a cross-listing issuer can expose themselves to liability risk that neither their home country nor the country in which they cross-list contemplated. Alternatively, an issuer's officers and directors may be so protected that they circumvent the securities enforcement policy of the country in which they cross-list. Using a simple two-by-two matrix, this paper offers a conceptual framework that can be used to identify and unpack the consequences of these mismatches. This paper then concludes with some suggestions for how countries can redress the issues of circumvention and inadequate protection that arise from the cross-border listings of securities.

Keywords: CROSS-LISTING; CROSS-BORDER; INDEMNIFICATION; D&O INSURANCE; SECURITIES ENFORCEMENT; LITIGATION INTENSITY

Document Type: Research article

Publication date: 2009-10-01

More about this publication?

• The Journal of Corporate Law Studies provides a forum for scholarship on corporate, securities and financial law broadly construed. Thus the Journal publishes articles on subjects as diverse as insolvency and the commercial conflict of laws, in addition to mainstream topics such as directors' duties and financial regulation. The Journal also embraces interdisciplinary work and work in cognate fields.Articles published in the Journal are subject to rigorous peer review. Shorter articles and notes are refereed where appropriate.
  The Journal is published twice a year in June and October.
  The journal will be of interest to academics and practitioners specialising in any of the subjects covered, and also to those with an interest in the strategic direction of the law and the influences which affect it - thus regulators, law and policy-makers, and the judiciary.
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