For years, scholars have questioned the efficiency of secured debt, many suggesting that it transfers uncompensated risk to unsecured creditors. This Article argues that the most important form of secured debt, new money credit secured by collateral, tends to create value for unsecured creditors...

In a prior article, I asked why, if a sovereign debt restructuring treaty would be effective and easy to implement, one does not yet exist. There appeared to be at least three reasons: the very novelty of the approach; the opposition of interest groups who believe that a treaty-approach would...

Corporate governance scholarship has long focused on conflicts of interest between firms and their top executive officers. This essay contends that increasing leverage and financial complexity make it important for scholars to also focus on conflicts of interest between firms and their secondary...

Why did the recent subprime mortgage meltdown undermine financial market stability notwithstanding the protections provided by market norms and financial regulation? This article attempts to answer that question by identifying anomalies and obvious protections that failed to work, and then by...

When public firms collapse amid allegations of financial information failure - such as misleading financial statements - society looks beyond the role of accountants to see who else should be held responsible. Lawyers advising the firm increasingly are charged with responsibility, perhaps...

The coronavirus pandemic has produced a public health debacle of the first-order. But, the virus has also propagated the kind of exogenous shock that can precipitate—and to a certain degree has precipitated—a systemic event for our financial system. This still unfolding systemic shock comes...

In a separate article (Commercial Trusts as Business Organizations: Unraveling the Mystery), I have shown that although U.S. law focuses almost exclusively on gratuitous trusts, the increasingly dominant use of trusts in the United States is for distinctly non-gratuitous commercial transactions....

This short paper, prepared as a keynote address, explains why the credit crunch is fundamentally a story about financial markets, not banks. Its cause was a collapse of securitization and other debt markets, which have become major sources of financing for consumers and companies. Deprived of...

"In late 2008, the world's financial system was teetering on the brink of systemic collapse. While the impacts of the global financial crisis would be felt immediately, at every level of the economy, it would also send years-long aftershocks through investment, banking and regulatory circles...