Testamentary trusts and the rule against capricious purposes:an underlying rationale?

This paper examines the rule against capricious purpose trusts and examines its application in English law but more particularly drawing upon the experiences of other common law jurisdictions and seeks to create a rationale for the operation o the doctrine in the common law world.

Securitization and Special Purpose Vehicles in an International Setting: a Systemic View

The present work tries to display a comprehensive and comparative study of the different legal and regulatory problems involved in international securitization transactions. First, an introduction to securitization is provided, with the basic elements of the transaction, followed by the different varieties of it, including dynamic securitization and synthetic securitization structures. Together with this introduction to the intricacies of the structure, a insight into the influence of securitization in the financial and economic crisis of 2007-2009 is provided too; as well as an overview of the process of regulatory competition and cooperation that constitutes the framework for the international aspects of securitization. The next Chapter focuses on the aspects that constitute the foundations of structured finance: the inception of the vehicle, and the transfer of risks associated to the securitized assets, with particular emphasis on the validity of those elements, and how a securitization transaction could be threatened at its root. In this sense, special importance is given to the validity of the trust as an instrument of finance, to the assignment of future receivables or receivables in block, and to the importance of formalities for the validity of corporations, trusts, assignments, etc., and the interaction of such formalities contained in general corporate, trust and assignment law with those contemplated under specific securitization regulations. Then, the next Chapter (III) focuses on creditor protection aspects. As such, we provide some insights on the debate on the capital structure of the firm, and its inadequacy to assess the financial soundness problems inherent to securitization. Then, we proceed to analyze the importance of rules on creditor protection in the context of securitization. The corollary is in the rules in case of insolvency. In this sense, we divide the cases where a party involved in the transaction goes bankrupt, from those where the transaction itself collapses. Finally, we focus on the scenario where a substance over form analysis may compromise some of the elements of the structure (notably the limited liability of the sponsor, and/or the transfer of assets) by means of veil piercing, substantive consolidation, or recharacterization theories. Once these elements have been covered, the next Chapters focus on the regulatory aspects involved in the transaction. Chapter IV is more referred to “market” regulations, i.e. those concerned with information disclosure and other rules (appointment of the indenture trustee, and elaboration of a rating by a rating agency) concerning the offering of asset-backed securities to the public. Chapter V, on the other hand, focuses on “prudential” regulation of the entity entrusted with securitizing assets (the so-called Special Purpose vehicle), and other entities involved in the process. Regarding the SPV, a reference is made to licensing requirements, restriction of activities and governance structures to prevent abuses. Regarding the sponsor of the transaction, a focus is made on provisions on sound originating practices, and the servicing function. Finally, we study accounting and banking regulations, including the Basel I and Basel II Frameworks, which determine the consolidation of the SPV, and the de-recognition of the securitized asset from the originating company’s balance-sheet, as well as the posterior treatment of those assets, in particular by banks. Chapters VI-IX are concerned with liability matters. Chapter VI is an introduction to the different sources of liability. Chapter VII focuses on the liability by the SPV and its management for the information supplied to investors, the management of the asset pool, and the breach of loyalty (or fiduciary) duties. Chapter VIII rather refers to the liability of the originator as a result of such information and statements, but also as a result of inadequate and reckless originating or servicing practices. Chapter IX finally focuses on third parties entrusted with the soundness of the transaction towards the market, the so-called gatekeepers. In this respect, we make special emphasis on the liability of indenture trustees, underwriters and rating agencies. Chapters X and XI focus on the international aspects of securitization. Chapter X contains a conflicts of laws analysis of the different aspects of structured finance. In this respect, a study is made of the laws applicable to the vehicle, to the transfer of risks (either by assignment or by means of derivatives contracts), to liability issues; and a study is also made of the competent jurisdiction (and applicable law) in bankruptcy cases; as well as in cases where a substance-over-form is performed. Then, special attention is also devoted to the role of financial and securities regulations; as well as to their territorial limits, and extraterritoriality problems involved. Chapter XI supplements the prior Chapter, for it analyzes the limits to the States’ exercise of regulatory power by the personal and “market” freedoms included in the US Constitution or the EU Treaties. A reference is also made to the (still insufficient) rules from the WTO Framework, and their significance to the States’ recognition and regulation of securitization transactions.

Overlapping of legal concepts:classifying the law of trusts

The purpose of this piece is to explain how the trust concept fits the overlapping analysis, presenting an example of why discrete categorisation is often unhelpful in understanding the operation of legal concepts.

A new classification of foods based on the extent and purpose of their processing

This paper describes a new food classification which assigns foodstuffs according to the extent and purpose of the industrial processing applied to them. Three main groups are defined: unprocessed or minimally processed foods (group 1), processed culinary and food industry ingredients (group 2), and ultra-processed food products (group 3). The use of this classification is illustrated by applying it to data collected in the Brazilian Household Budget Survey which was conducted in 2002/2003 through a probabilistic sample of 48,470 Brazilian households. The average daily food availability was 1,792 kcal/person being 42.5% from group 1 (mostly rice and beans and meat and milk), 37.5% from group 2 (mostly vegetable oils, sugar, and flours), and 20% from group 3 (mostly breads, biscuits, sweets, soft drinks, and sausages). The share of group 3 foods increased with income, and represented almost one third of all calories in higher income households. The impact of the replacement of group 1 foods and group 2 ingredients by group 3 products on the overall quality of the diet, eating patterns and health is discussed.

Northern wing, General Purpose North 3, University of Queensland, St Lucia

As seen from Blair Road.

Northern wing, General Purpose North 3, University of Queensland, St Lucia

As seen from Balir Road.

West elevation, General Purpose North 3, University of Queensland, St Lucia

Formal elevation facing University of Queensland entrance roads.

Eastern edge, General Purpose North 3, University of Queensland, St Lucia

As seen from informal courtyard; Duhig Tower beyond.

West elevation, General Purpose North 3, University of Queensland, St Lucia

Formal elevation facing University of Queensland entrance roads.

West elevation, General Purpose North 3, University of Queensland, St Lucia

Formal elevation facing University of Queensland entrance roads.

West elevation, General Purpose North 3, University of Queensland, St Lucia

Formal elevation facing University of Queensland entrance roads.

A multi-purpose rainfall simulator for field infiltration and erosion studies

This paper describes a rainfall simulator developed for field and laboratory studies that gives great flexibility in plot size covered, that is highly portable and able to be used on steep slopes, and that is economical in its water use. The simulator uses Veejet 80100 nozzles mounted on a manifold, with the nozzles controlled to sweep to and from across a plot width of 1.5 m. Effective rainfall intensity is controlled by the frequency with which the nozzles sweep. Spatial uniformity of rainfall on the plots is high, with coefficients of variation (CV) on the body of the plot being 8-10%. Use of the simulator for erosion and infiltration measurements is discussed.