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Bondholders' Rights: Australian Legal Monograph S.

Autor Jackson Austin Taylor
en Limba Engleză Hardback – 30 noi 2005
Australian companies are increasingly turning to corporate bonds for major capital raisings. This book, recognising that companies may sacrifice the interests of bondholders to achieve the best results for their shareholders, analyses the rights and remedies bondholders have against that occurring. Jackson Taylor shows how bondholders are affected by event risk and explains the major types of contractual covenants that are used to protect against it. The analysis notes the different practices often employed in the retail and institutional bond markets and the effect of conversion rights and the presence of senior bank lending. The effectiveness of these covenants in restraining prejudicial corporate conduct is considered in light of the remedies available under Australian law. The book then provides a comprehensive survey of the protection available under the general law for the large numbers of bondholders who lack adequate, or any, covenant protection. This reviews both well established legal rules (for example capital maintenance requirements and directors duties) and considers more innovative applications of regulation and doctrine (such as just and equitable winding-up and other Corporations Act remedies). In each case the focus is on the special circumstances applicable to the corporate bond context, illustrated with reference to American bondholder litigation and suggestions for how Australian law might resolve things differently.
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Specificații

ISBN-13: 9781862875746
ISBN-10: 186287574X
Pagini: 140
Greutate: 0 kg
Editura: Federation Press
Seria Australian Legal Monograph S.


Cuprins

Contents Introduction Bondholders and shareholders Contractual protection The American ‘bondholder rip-off’ Australian bondholders Covenants Restrictive covenants Financial covenants Other protective covenants Remedies Covenants in Australian Corporate Bonds The sample Survey results Non-Covenant Protection: Regulation and Doctrine Capital maintenance The statutory covenant Contract law Directors’ duties Remedies Evaluation Distributional fairness Wealth transfers and ex ante compensation Theories of enhanced bondholder protection Conclusion - Bondholders' Rights in Australian Law Appendices A Retail Bonds B Institutional Bonds Bibliography Index

Recenzii

The central arguments are developed in a logical and persuasive manner. Professor Geof Stapledon This is an exceptional piece of legal scholarship. It is comprehensively researched, well structured and written with fluency and a deft touch. Professor Ross Buckley