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"This is a much-needed work in the financial literature, and it is the first book ever to analyse the use of Special Purpose Acquisition Companies (SPACs) from a theoretical and practical perspective. By the end of 2020, more than 240 SPACs listed in the U.S. (on NASDAQ or the NYSE), raising a record USD 83 billion. The SPAC craze has been shaking the U.S. for months, mainly because of its simplicity: a bunch of investors decides to buy shares at a fixed price in a company that initially has no assets. In this way, a SPAC, also known as a "blank check company", is created as an empty shell with lots of money to spend on a corporate shopping spree. Could the trend be here to stay? Are SPACs the new legitimate path to traditional IPO? This book tackles those questions and more. The author provides a thorough analysis of SPACs including their legal framework and how they are used as a risk mitigation tool to structure transactions. The main objectives of the book are focused on finding a working definition for SPACs and theorising on their origins, definition, and evolution; identifying the objectives of financial regulation within the context of the recent financial crisis (2007-2010) and the one that is currently unfolding (Covid-19); and also describing practical examples of SPACs through a comparative study that, for the first time, outlines every major capital market on which SPACs are listed, in order to identify a possible international standard of regulation. The book is relevant to academics as well as policymakers, international financial regulators, corporate finance lawyers as well as to the financial industry tout court."

"Focusing on the Global Financial Crisis and the Covid-19 crisis, this book examines the discourse on risk and uncertainty in the markets through the lens of financial crises. Such crises represent a failure of the law to regulate and constitute the basis through which a new theory of legal constants can be introduced in comparative law. Crises impose a dramatic reformulation of the law and new out-of-law instance are appearing beyond a paternalistic approach of direct State regulation, a trend confirmed by the covid-19 pandemic. Restructuring procedures are playing a vital role in businesses' survival, and new out-of-law mechanisms such as moratorium agreements and private workouts have become essential to preserve businesses. It is clear the role of the law has completely changed, and this book argues that constants outside of the law are new ways to promote an "uncodified-codification" of the law. The case for uncodified uncertainty in the Covid-19 crisis is a primary example of how no codification process can ignore the importance of out-of-law instances in the act of making law. This book explores how this approach influences the harmonization process of international economic law between national insolvency regimes and international agreed frameworks, demonstrating the role of comparative law in formulating legal constants using Covid-19 and the complexity of modern financial markets as the criterion to introduce the reader to this new theory, which claims a new role for comparative law in policy making processes within the framework of international economic law"--

AbstractThis article analyses the financial regulation of Special Purpose Acquisition Companies ('SPACs') in the European Union and SPAC reform in the UK against the main legal system where the SPAC originates: the US. I argue that the US and financial regulators in Europe have opposing views on SPACs, evidenced by the adoption of two different regulatory approaches. As opposed to a SPAC regulation by business or function and by enforcement in the US, the European Union and the UK are implementing a SPAC regulation by objectives, where general principles of company and financial law inform the SPAC legal discipline. This enormously enriches the SPAC current debate, and sheds new light on the subject.

This article aims to determine whether mobile payments can be characterized by a legal constant, or common legal meaning. Indeed, mobile payments are a new form of payment system that is shaping the new economy of financial markets. Generally, they are part of the Fintech phenomenon, and they are specifically regulated in Europe, inter alia, under the Payment System Directive and the Regulation on Multilateral Interchange Fees. Nonetheless, those secondary hard law acts do not include any compulsory legal definition for mobile payments, which remain undefined and conventionally identified as means of proximity or remote payments. With that in mind, the article introduces for the first time in comparative law a new concept that aims at discovering meanings rather than similarities and differences that are irremediably limited to a merely descriptive function. To this end, the article argues that each time the constant outside of the law is subsequently recognized as 'legal', it becomes a legal constant, which is in turn capable of effectively revolutionizing the same study of mobile payments as well as of comparative law tout court.

Abstract
This paper deals with financial markets as forms of financial systems. For the first time theorised under a Luhmannian paradigm, markets are conceptualised as financial systems informed by four main structures: risk, uncertainty, competition, and financial innovation. According to Frank Knight, risk is a measurable entity and can always be calculated, but uncertainty is unmeasurable. Nonetheless, uncertainty constitutes the main catalyst for money creation processes in modern economies. In other words, it underpins profit rather than undermining it. For this reason, the modern financial actor is destined to fail. It must deal with uncertainty if it wants to make a profit, but at the same time it can experience only uncertainty, due to its unmeasurable nature. This has caused a profound dilemma between 'uncertainty-aversion' paradigms and self-regulation approaches. The paper argues for a mixed system of hybrid regulation, on the one hand to save the environments of tax haven islands via more transparent policies to tax those same offshore companies, and on the other to promote a system of co-operation between financial operators and the state. This is the only way to promote auto-regeneration processes for the whole financial system, because the system itself has already been programmed to fail, and systemic failures produce contagious effects, showing a deeper interconnection of financial systems tout court as well suggesting a cure via a spontaneous mechanism of auto-regeneration, or autopoiesis.

This article aims to bear further discussion on the disputed legal issue that centres on identifying a possible ontological qualification of the embryo. Notably, this article explores how scientific research and various medical treatments can affect the legal status of embryos. We consider, from a comparative point of view, domestic and international legal orders as well as specific legal venues such as courts, to show how the law and judicial interpretation of it can interact as legal formants to influence the legal qualification of the embryo. This article considers the law as a mere legal venue for establishing a possible uniform ontological qualification of the embryo hinging on the concept of human dignity. In fact, human dignity, as opposed to legal formants, can be used to define the internal and external limits to a proper legal qualification of the embryo. This is because human dignity informs the discourse on 'life', and we term this approach as a predetermined and unqualified connotation of life itself. Indeed, this approach can now be used to construct a possible limit to any interference, modification, or evaluation that can directly affect the legal qualification of the embryo tout court.

Objective: This paper aims to compare the legal systems of Poland and Italy in relation to rights recognized to unmarried same-sex couples.Methodology: The legal research is mainly conducted through the methodology of comparative law. This is the main criterion to highlight limits and perspectives of the European legal systems through a detailed analysis of their respective legal formats, namely judicial decisions and statutory laws.Results: The comparative study is not only showing similarities and differences, but it is contextualizing provisions' conflicts and tensions between domestic and international legal environments where the rights to a family life for instance is considered as one of the most important human rights to be recognized to de facto couples as well as to unmarried same-sex couples.Contributions: The paper argues that a multi-level dimension of rights can shape national rights as well as being the main changing force to further nurture social changes and political reforms towards a more equal and one could say fairer legal system where European legal principles can coexist with different national rights within a complex and multi-level legal order.Keywords: Comparative law; Democracy; Human rights; Legislative reforms; Same-sex couplesRESUMOObjetivo: o objetivo deste artigo é comparar os sistemas jurídicos da Polônia e da Itália em relação aos direitos reconhecidos aos casais não casados do mesmo sexo.Metodologia: A pesquisa jurídica é realizada principalmente por meio da metodologia do Direito comparado. Este é o principal critério para evidenciar os limites e perspetivas dos sistemas jurídicos europeus em uma análise detalhada dos respectivos formatos jurídicos, nomeadamente decisões judiciais e leis.Resultados: O estudo comparativo não mostra semelhanças e diferenças, mas contextualiza os conflitos e tensões das disposições entre os ambientes jurídicos nacionais e internacionais onde o direito à vida familiar, por exemplo, é considerado um dos direitos humanos mais importantes a serem reconhecidos para casais de facto, bem como para casais não casados do mesmo sexo.Contribuições: O artigo argumenta que uma dimensão multinível dos direitos pode moldar os direitos nacionais, além de ser a principal força de mudança para promover mudanças sociais e reformas políticas em direção a um sistema jurídico mais igualitário e mais justo, onde os princípios jurídicos europeus podem coexistir com diferentes direitos nacionais dentro de uma ordem jurídica complexa e multinível.Palavras-chave: Direito comparado; Democracia; Direitos humanos; Reformas legislativas; Casais do mesmo sexo.