Securities in UK Law

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Leading Cases
  • Första Ap-Fonden v Bank of New York Mellon SA/NV and Others
    • Queen's Bench Division (Commercial Court)
    • 16 Oct 2013

    Although a repo is structured legally as a sale and repurchase of the securities, it behaves economically like a secured loan, with the securities acting as collateral (see e.g. DCC Holdings (UK) Ltd v Revenue and Customs Commissioners [2011] 1 W.L.R. 44, SC; In the Matter of Lehman Brothers International (Europe) (in Administration) [2010] EWHC 2914 (Ch) at [79], Briggs J; and the definition in Directive 2002/47/EC of 6 June 2002 on financial collateral arrangements, Art 2).

  • Petrotim Securities Ltd v Ayres
    • Court of Appeal
    • 13 Nov 1963

    That he would sell at a gross under-value, were it not that he had in mind some benefit out of making a loss? It is Just on a par with a case where a company gives its money away. Such a transaction is so outside the ordinary course of business of any trader that the Commissioners were entitled to find that it was not done in the course of trade.

  • Steven Anthony Pearson and Others v Lehman Brothers Finance SA and Others
    • Chancery Division
    • 19 Nov 2010

    It is common ground that a trust may exist not merely between legal owner and ultimate beneficial owner, but at each stage of a chain between them, so that, for example, A may hold on trust for X, X on trust for Y and Y on trust for B. That is how the holding of intermediated securities works under English law, wherever a proprietary interest is to be conferred on the ultimate investor.

    By the time that any of the securities the subject matter of this application were acquired from the street, LBIE and LBF had for many years been engaging in a Rascals process of daily repos in relation to eligible securities of the same type. The mutual book entries resulting from those repos uniformly describe their effect as making LBIE a secured creditor of LBF in respect of the off-leg purchase prices under every repo.

    The requirement that the conventional understanding was sufficiently shared between LBIE and LBF, and that LBIE assumed an element of responsibility for it seem to me fully satisfied by their adoption of a mutual system of book-keeping which recorded LBIE as a secured creditor, and by LBF's acquiescence in circumstances where, but for the effective transfer of beneficial title, LBIE would have been unable to satisfy itself that it could continue to act as LBF's agent or broker in the acquisition of securities from the street, consistent with its capital adequacy and regulatory obligations.

  • Socimer International Bank Ltd ((in Liquidation)) v Standard Bank London Ltd
    • Court of Appeal (Civil Division)
    • 22 Feb 2008

    It is plain from these authorities that a decision-maker's discretion will be limited, as a matter of necessary implication, by concepts of honesty, good faith, and genuineness, and the need for the absence of arbitrariness, capriciousness, perversity and irrationality.

    Standard's position is governed by its commercial contract, not by the law of equity. This is the world of sophisticated investors, not that of consumer protection. These merchants in the securities of emerging markets have made an agreement which speaks of the need for a spot valuation, not of the more leisurely process of taking reasonable precautions, such as properly exposing the mortgaged property for sale, designed to get the true market price by correct process.

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Books & Journal Articles
  • Israel: Securities Regulation
    • Núm. 3-1, Febrero 1995
    • Journal of Financial Crime
    • 110-111
    The first tangible securities regulation legislation in Israel dates back to 1968. In that year, the Securities Act 1968 was passed as a result of the Yadin Committee Report, which examined the adm...
  • Online Securities Fraud
    • Núm. 9-1, Marzo 2001
    • Journal of Financial Crime
    • 54-70
    Finance is the lifeblood of an economy. Businesses require capital in order to start up, and usually require additional resources to maintain or expand their activities. In some cases, they may sim...
  • Land Securities.
    • Núm. 2003, Mayo 2003
    • Financial Management (UK)
    • On the move - Brief Article
    ...Martin Wood has been appointed group tax and treasury director of Land Securities. Wood's previous position was group treasurer at Railtrack, where he was responsible for funding plans and developing the company's bank and rating agency and tax and i......
  • Pricing commercial mortgage‐backed securities
    • Núm. 19-6, Diciembre 2001
    • Journal of Property Investment & Finance
    • 498-518
    This paper presents the first known non‐proprietary empirical examination of the relationship between Commercial Mortgage Backed Security (CMBS) pricing. CMBS prices are examined as a function of t...
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Law Firm Commentaries
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