The law of insurance contracts provides that if the policyholder is shown to have knowingly misrepresented material facts about his risks in his application, the insurer can cancel the contract ex post facto and refuse to pay any claims. This good faith principle is widespread, but implemented...

When should laws be enforced by private actors and when should society rely on law enforcement by public authorities? This question has been analyzed in great detail in law & economics scholarship. This article surveys the literature and outlines a framework of criteria for deciding whether...

Structured Investment Vehicles or SIVs are highly complex derivative-related vehicles and products, typically involving offshore “bankruptcy-remote” special purpose companies and trusts, complex rules for the management of portfolios of derivative assets and additional rules for the...

This brief essay is a reply to Professor Steve Schwarcz's essay, "What is Securitization? And for What Purpose?" Professor Schwarcz's essay is a response to my article, "Re: Defining Securitization," 85 S. Cal. L. Rev. 1229 (2012). My reply explores the strengths and weaknesses of Schwarcz's...

Civil liability of rating agencies has to strike a balance between over-deterrence and overly lax behavior control. The resulting problems of a capital market freeze and difficulties of proof, as they become apparent in most legal systems and the European Commission's Draft Proposal to amend the...

Fiduciary remedies are notoriously potent. Fiduciaries who profit from their disloyalty are liable to be ordered to disgorge all of their gains. It is widely understood that disgorgement deters disloyalty by threatening removal of gains, the prospect of which might incentivize wrongdoing....

The ad hoc institutional configurations that facilitated the resolution of sovereign insolvency for over thirty years are fragmenting. In the absence of an acceptable alternative, the recent pari passu decision reveals the dangers of common law courts pressured to enforce contracts and paper...