It is now widely recognized that an uncontrolled "derivatives revolution" triggered one of the most spectacular worst-case scenarios of modern times. This book - the most cogent legal analysis of the subject yet to appear in any language - lays bare the core role played by the failure to adequately regulate derivatives in the financial crisis of recent years. The author's insistence that derivatives must be viewed not as profit-seeking investments but as risk management tools - and his well-grounded prescriptions to ensure that they are regulated in that way - sheds clear light on the best way for companies, financial institutions, and hedge funds to move forward in their use of these useful but highly hazardous instruments. This book clearly shows how such elements as the following fit into the legal analysis of derivatives, and how proper regulation will preserve their usefulness and economic value: ; derivatives allow for the most efficient and cost-effective risk fractioning, hence risk taking, techniques ever conceived; derivatives allow for all measurable and identifiable risks that may exist in modern finance; the ability to isolate risks and insure against risk exposures is the key to the very survival of modern financial markets; risk buyers effectively take on financial exposure to various types of risk while hedgers unload unwanted exposures; derivatives allow domestic investors to acquire exposure to foreign markets without the necessity of dealing with foreign laws, foreign investments, currency exchange, or foreign fiscal regimes; derivatives increase social welfare by making it easier and less expensive to carry out many types of financial transactions; derivatives allow governments to insulate, manage, hedge or concentrate risks deriving from financial, meteorological, and even geopolitical exposure; and derivatives allow radical changes to financial and risk structure to be performed silently and rapidly. To the question: how do we ensure that a company trading derivatives is regulated effectively? this work offers a clear and convincing answer. The author's detailed recommendations for regulatory and corporate governance measures are designed to prevent excessive risk taking, the emergence of rogue traders, and ultimately the emergence of another systemic disturbance caused by chains of derivatives-related losses.

Buy a new version of this textbook and receive access to the Connected eBook on CasebookConnect, including: lifetime access to the online ebook with highlight, annotation, and search capabilities, plus an outline tool and other helpful resources. Connected eBooks provide what you need most to be successful in your law school classes. Corporate Governance examines in an extraordinarily practical and accessible way the legal concerns of today’s shareholders, stakeholders, directors, officers, and their counsel, with a special emphasis on drafting documents and developing procedures to anticipate and prevent problems. Designed for real-world application by students, practitioners, executives, investors, and activists, the text includes excerpts from only the most important judicial decisions. Extensive notes and analyses provide context from courts, commentators, institutional investors, proxy advisors, stock exchange requirements, and businesspeople. Dozens of examples “ripped from the headlines,” or taken from corporate documents, the “Great Books,” or pop culture illustrate and illuminate key principles. Appendices offer detailed information to establish, support, and advance the reader’s career in corporate governance practice. New to the Third Edition: Composite provisions, offset in text boxes, patterned on the corporate governance guidelines of major corporations, identify the issues in and approaches to drafting such documents. New appendices discussing: On Preparing and Presenting “Actionable” Advice, for both executives and their counsel (Appendix B), and Ten Tips for Transparency in Posting Core Corporate Documents Online (Appendix C); and a fully updated list of Recommended Resources for Corporate Governance Research (Appendix A). In Chapter 1, enhanced discussion and examples of themes and trends in the study, theory, and practice of corporate governance. Throughout Chapter 2, expanded treatment of the directors’ responsibility to monitor and reduce risks (including special issues of cybersecurity); and analyses of the rules of conduct for board meetings, of variable/differential voting powers of directors; and of emergency bylaws. In Chapter 3, new discussions of meetings in “executive session,” and of the viability of a policy against a company’s directors’ dating each other; and additional material on: constraints on executives’ “private” activities and statements; special responsibilities of members of the audit committee; and the composition and role of the executive committee. In Chapter 4, updated discussions of virtual meetings of shareholders, of the rules of conduct for shareholder meetings, and of forum selection provisions for intracorporate litigation; and new sections on “loyalty shares”/“tenure voting,” on fee-shifting provisions, and on mandatory arbitration provisions. In Chapter 5, new examinations of: increased efforts (and mandates) to diversify the composition of boards; the “financial literacy” requirement for (some) directors; enabling the CEO also to serve as the board chair; the role of the “executive chair”; “golden leashes” for directors; the roles and responsibilities of advisory board members, advisory directors, emeritus directors, honorary directors, and board observers; proxy access proposals; and “refreshing” the board through age and term limits for directors. In Chapter 6, expanded discussions of clawbacks, restrictions on executives’ pledging and hedging company stock, Key Employee Retention Plans (KERPs) in bankruptcy situations, “golden hellos,” and “say on pay” litigation; and an analysis of the recent requirement of “pay ratio disclosure.” In Chapter 7, updated material on ESG (Environmental, Social, and Governance) issues, and on social enterprises such as benefit corporations and Certified B Corporations. In Chapter 8, a new discussion of the role and relationship to corporate counsel, of the chief compliance officer. Professors and students will benefit from: References to more than 200 newly added decisions. Identification of hundreds of intriguing topics for papers and/or blogs. Comparisons and contrasts of the governance practices supported by institutional investors, proxy advisors, and stock exchanges. A practice-ready, drafting-oriented approach to the systems, structures, and strategies of corporate governance.

Just as contemporary economics failed to predict the 2008-09 crash, and over-estimated the subsequent brief recovery that followed, economists today are again failing to accurately forecast the slowing global economic growth, the growing fragility, and therefore rising instability in the global economy. This book offers a new approach to explaining why mainstream economic analyses have repeatedly failed and why fiscal and monetary policies have been incapable of producing a sustained recovery. Expanding upon the early contributions of Keynes, Minsky and others, it offers an alternative explanation why the global economy is slowing long term and becoming more unstable, why policies to date have largely failed, and why the next crisis may therefore prove even worse than that of 2008- 09. Systemic fragility is rooted in 9 key empirical trends: slowing real investment; a drift toward deflation; money, credit and liquidity explosion; rising levels of global debt; a shift to speculative financial investing; the restructuring of financial markets to reward capital incomes; the restricting of labor markets to lower wage incomes; the failure of Central Bank monetary policies; and the ineffectiveness of fiscal policies. It results from financial, consumer, and government balance sheet fragilities exacerbating each other -- creating a massive centripetal force disaggregating and tearing apart the whole, untameable by either fiscal or monetary means. This book clarifies how the price system in general, and financial asset prices in particular, transform into fundamentally destabilizing forces under conditions of systemic fragility. It explains why the global system has in recent decades become dependent upon, and even addicted to, massive liquidity injections, and how fiscal policies have been counterproductive, exacerbating fragility and instability. Policymakers’ failure to come to grips with how fundamental changes in the structure of the 21st century global capitalist economy—in particular in financial and labor market structures—make the global economy more systemically fragile can only propel it toward deeper instability and crises.

The economic crisis of 2008 led to an unprecedented focus on the world of high finance—and revealed it to be far more arcane and influential than most people could ever have imagined. Any hope of avoiding future crises, it’s clear, rest on understanding finance itself. To understand finance, however, we have to learn its history, and this book fills that need. Kevin R. Brine, an industry veteran, and Mary Poovey, an acclaimed historian, show that finance as we know it today emerged gradually in the late nineteenth century and only coalesced after World War II, becoming ever more complicated—and ever more central to the American economy. The authors explain the models, regulations, and institutions at the heart of modern finance and uncover the complex and sometimes surprising origins of its critical features, such as corporate accounting standards, the Federal Reserve System, risk management practices, and American Keynesian and New Classic monetary economics. This book sees finance through its highs and lows, from pre-Depression to post-Recession, exploring the myriad ways in which the practices of finance and the realities of the economy influenced one another through the years. A masterwork of collaboration, Finance in America lays bare the theories and practices that constitute finance, opening up the discussion of its role and risks to a broad range of scholars and citizens.

Why society needs to reclaim the power to create money At the heart of capitalism lies the ability of private banks to create money at the stroke of a key. Why have we ignored this unique privilege for so long – and at what cost? Aaron Sahr attributes the lack of attention paid to money creation to the core of popular theories of capitalism, which equate economic power with capital ownership. This conceptual framework obscures the real drivers of capitalist dynamics as well as the causes of increasing inequality. By exploring the transformation of banking over the last half century, Sahr shows how the creation of money has driven the rise of finance as well as splitting incomes from wealth. As a result, the real economy of ordinary people has become a debt supplier to a monetary system whose returns accumulate at the top. It is not simply the markets but money itself that transfers wealth from the masses to a minority. Increasing financial inequality can therefore only be remedied by addressing predistribution – the modalities of money creation – as well as the distributive effects of the markets. By mapping this hidden regime of ‘keystroke capitalism’, Sahr makes an essential contribution to our understanding of economic inequality and capitalist dynamics.

From rebellion to revolution -- Social movements and revolution -- Revolutionary states -- Revolutionary polities.

Here is a chapter from The Essentials of Risk Management, a practical, non-ivory tower approach that is necessary to effectively implement a superior risk management program. Written by three of the leading figures with extensive practical and theoretical experience in the global risk management and corporate governance arena, this straightforward guidebook features such topics as governance, compliance and risk management; how to implement integrated risk management; measuring, managing and hedging market, and more.

An Elementary Course in Partial Differential Equations is a concise, 1-term introduction to partial differential equations for the upper-level undergraduate/graduate course in Mathematics, Engineering and Science. Divided into two accessible parts, the first half of the text presents first-order differential equations while the later half is devoted to the study of second-order partial differential equations. Numerous applications and exercises throughout allow students to test themselves on key material discussed.

'...invites readers to re-examine their own paradigmatic assumptions and rethink the causes and cures for the malaise that is pervasive in our political economy.'-Rick Tilman, University of Nevada, Las Vegas

In the midst of the current ecological crisis, there is often lofty talk of the need for humanity to ‘overcome its divisions’ and work together to tackle the big challenges of our time. But as this new book by Razmig Keucheyan shows, the real picture is very different. Just take the case of the siting of toxic waste landfills in the United States: if you want to know where waste is most likely to be dumped, ask yourself where Blacks, Hispanics, Native Americans and other racial minorities live and where the poorest neighbourhoods are. This kind of ‘environmental racism’ is by no means restricted to the United States: it is very much a global phenomenon. Keucheyan show how the capitalist response to the crisis has been marked by a massive expansion in ‘environmental finance’. From ‘carbon markets’ to ‘pollution permits’, ‘climate derivatives’ and ‘catastrophe bonds’, we are seeing a proliferation of nature-related financial products. Instead of tackling the root of the problem, the neoliberal strategy seeks to profit from environmental risks. Moreover, with the rise in natural disasters, resource scarcity, food crises, the destabilization of the poles and oceans and the prospect of tens of millions of ‘climate refugees’, Western powers are increasingly adopting a military response to ecological problems. The Cold War is over: welcome to the ‘green wars’. From New Orleans to the Siachen glacier via the Arctic floes, Keucheyan explores the landmark sites of this new ‘climate geostrategy’. Through a sharp critique of the way capitalism responds to environmental disaster, this innovative book provides a fresh perspective on some of the most critical issues confronting our societies today.