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Vol 21 No 9 Sept/Oct 2016

Book of the Month

Cover of Goode on Commercial Law

Goode on Commercial Law

Edited by: Ewan McKendrick
Price: £170.00

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The Law and Practice of True Sales

ISBN13: 9781405798464
Published: December 2015
Publisher: LexisNexis Butterworths
Country of Publication: UK
Format: Hardback
Price: £250.00

In stock.

The issue of true sale is one of immense importance in the finance markets, where billions of pounds are invested based on a given treatment of a transaction. At the heart of many structured finance transactions is some form of transfer of assets - usually a sale.

Practitioners seek to ensure the robustness of this transfer because of concerns that courts might treat a transaction as a disguised loan or might unwind the transfer on the later insolvency of the transferor. Securitisation is the biggest market where this is a crucial issue, but other structured finance transactions where assets are transferred to a special purpose company or are to be off balance sheet also use true sales techniques, for example receivables purchase transactions.

The Law and Practice of True Sales raises issues of general law, applicable to many circumstances, as well as complex issues relating to insolvency and practical enforcement and issues arising in cross border transactions.

Banking and Finance
Part I General Principles
Chapter 1 Introduction
Chapter 2 Summary of true sales rules
Chapter 3 Legal concepts relevant to true sales and recharacterisation
Chapter 4 Meaning of a true sale
Chapter 5 Does the character of the transaction matter?
Chapter 6 English law relating to true sales and their recharacterisation
Chapter 7 Fixed and floating charges
Chapter 8 ‘Substance over form’
Chapter 9 Cross-border transactions
Chapter 10 The operation of the agreement and subsequent behaviour of the parties
Chapter 11 Policy factors
Chapter 12 The meaning of a sham
Chapter 13 The effect of pricing by reference to financing returns
Chapter 14 Back-up security
Chapter 15 Law reform – past and present
Chapter 16 Unwinding of transactions, in particular on insolvency
Chapter 17 Regulatory and accounting matters and potential liability for wrongful accounting
Chapter 18 Taxation

Part II Specific Transactions
Chapter 19 Receivables purchase transactions
Chapter 20 Securitisation
Chapter 21 Participation transactions
Chapter 22 Repurchase transactions involving goods
Chapter 23 Repurchase transactions involving securities
Chapter 24 Securities lending transactions
Chapter 25 1995 ISDA Credit Support Annex (Bilateral Form - Transfer)
Chapter 26 Leasing transactions.