TY  - UNPD
A1  - Cahn, Andreas
A1  - Kenadjian, Patrick
T1  - Contingent convertible securities: from theory
to CRD IV
T2  - Working paper series / Johann-Wolfgang-Goethe-Universität, Institute for Law and Finance ; 143
N2  - 9.01 This chapter outlines the development of Contingent Convertible Securities (CoCos) for financial institutions from their theoretical origins to their current form under the European Union’s Fourth Capital Requirements Directive framework and its Bank Recovery and Resolution Directive and examines the effect the framework and the directive have had on their design and ability to fulfill the ends for which they were initially conceived. It examines this from two viewpoints: the policy goals CoCos are meant to achieve and the corporate law issues raised by the requirements of CRD IV. On the policy side we conclude that CRD IV and the RRD have significantly limited the amount of CoCos a financial institution is likely to issue, but expanded their possible forms by including write-down as well as convertible structures and narrowed the differences between them and pure regulatory bail-in structures, thus calling into question whether they are truly ‘going concern’ rather than ‘gone concern’ capital. On the company law side we conclude that a number of issues, in particular the limits on an authorization of management to issue CoCos and shares, the scope of the shareholders’ right of pre-emption, the concept of dilution and the distinction between contributions in cash and in kind merit closer attention than they appear to have received in the current discussion on CoCos.
T3  - Working paper / Johann-Wolfgang-Goethe-Universität, Institut for Law and Finance - 143 
Y1  - 2014
UR  - http://publikationen.ub.uni-frankfurt.de/frontdoor/index/index/docId/35292
UR  - https://nbn-resolving.org/urn:nbn:de:hebis:30:3-352928
UR  - http://www.ilf-frankfurt.de/uploads/media/ILF_WP_143.pdf
N1  - This paper will appear shortly as Chapter 9 in Danny Busch and Guido Ferrarini (eds), European Banking Law to be published by Oxford University Press (2015).
PB  - Inst. for Law and Finance
CY  - Frankfurt am Main
ER  -