The law applicable to prospectus liability

This thesis examines, the issue of determining the law applicable to prospectus liability claims arising from wrongful, misleading or omitting information. In this context, initially a framework of capital market transactions involving a foreign element which may give rise to prospectus liability claims are presented, following which the issue of the characterisation of prospectus liability is discussed. Next, the issues in the application of the relevant conflict of laws rules in determining the law governing the prospectus liability claims is examined against the backdrop of the functioning capital markets. Whilst this analysis is primarily centred around Turkish conflict of laws rules, a comparative law approach is adopted whereby the conflict of laws rules under the European Union, United States and Swiss laws are also examined pertaining to the applicable law questions in international prospectus liability claims. In conclusion, solutions and reform proposals are provided regarding the determination of the law applicable to prospectus liability claims under Turkish private international law.