This essay examines, what, if anything, differentiates Enron's questionable use of off-balance-sheet special purpose entries, or SPEs, from the trillions of dollars of supposedly "legitimate" securitization and other structured finance transactions that use SPEs. The inquiry is important because...

This article, which is based on the author's keynote address at an April 5, 2013 conference at American University Washington College of Law on “Transactional Lawyering: Theory, Practice, & Pedagogy,” examines the role of transactional lawyers in a world of shadow banking. By reducing the...

This is one of three lectures I am giving in December 2012 at universities and government agencies in Shanghai and Beijing. In the context of comparing Western and Chinese shadow banking concerns and regulatory responses, this lecture addresses three broad questions: What is shadow banking...

This is one of three lectures I am giving in December 2012 at universities and government agencies in Shanghai and Beijing. This lecture begins by reviewing securitization's role in the global financial crisis. Next, it examines securitization's problems and compares the U.S. and Chinese...

This is one of three lectures I am giving in December 2012 at universities in Shanghai and Beijing. In this lecture, I explain the recent evolution of commercial trusts in the United States and then discuss some of the fundamental characteristics of commercial trusts and their more universal...

In the modern financial architecture, financial services and products increasingly are provided outside of the traditional banking system — and thus without the need for bank intermediation between capital markets and the users of funds. Most corporate financing, for example, no longer is...

This is a relatively brief “firestarter” talk prepared by the author for the World Economic Forum's Industry Partnership Strategists Meeting 2012 (held on October 3, 2012) on transformation of the real estate sector in light of ongoing shifts in the financial markets and broader global trends

In areas of complexity, people often rely on heuristics — by which we broadly mean simplifications of reality that allow us to make decisions in spite of our limited ability to process information. When this reliance becomes routine and widespread within a community, it can develop into a...

To open an international conference on “Rethinking Financial Markets,” this address seeks to frame that inquiry from the perspectives of scholars in the fields of law, economics, finance, and accounting. In attempting to identify what it is about financial markets that is worth rethinking,...