# kaal:claim:2029983-034

**Claim.** The race to the bottom objection to a contract based approach is weaker than assumed because a race to the bottom requires the consent of both buyers and sellers, and the objection assumes that buyers will simply accept whatever securities law sellers choose.

**Type.** mechanism  **Support.** argued

**Holds when.**

- private transactions where geography is ambiguous and buyers are sophisticated
- weaker as an objection for exchange traded securities

**Source quote.**

> Such a race to the bottom, however, requires at least the consent of both parties (buyers as well as sellers); the race to the bottom argument assumes that buyers will simply accept whatever securities laws sellers choose.

**From.** Wulf A. Kaal, Richard W. Painter, *Forum Competition and Choice of Law Competition in Securities Law after Morrison v. National Austral* (2012), III.B. From Geographic Location Toward Choice of Law, page 65

**Cite as.** Wulf A. Kaal, Richard W. Painter, Forum Competition and Choice of Law Competition in Securities Law after Morrison v. National Austral (2012). SSRN: https://ssrn.com/abstract=2029983

**Verify.** sha256 of source PDF `fde2ff611420eb283cbb49a6b681a2ae8efa2b4603ae71480e2d91483f0295f2` at https://raw.githubusercontent.com/wulfkaal/Academic-Papers/main/papers/pdf/Kaal%20and%20Painter%20-%202012%20-%20Forum%20Competition%20and%20Choice%20of%20Law%20Competition%20in%20Securities%20Law%20after%20Morrison%20v.%20National%20Austral.pdf

**Topics.** law-and-legal-systems, risk-and-incentives

**Keywords.** race-to-the-bottom, choice-of-law, private-ordering, investor-protection

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