Global Financial Regulatory Blog

Category Archives: Securities Regulation

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SEC Streamlines Rules for Over-the-Counter Equity Securities

The changes will have implications for the growing secondary market for non-listed securities. By Stephen P. Wink, Naim Culhaci, and Deric Behar On September 16, 2020, the US Securities and Exchange Commission (SEC) adopted amendments to Rule 15c2-11 (the amended Rule) of the Securities Exchange Act of 1934 (Exchange Act). Rule 15c2-11 sets forth requirements … Continue Reading

Singapore: New Best Execution Requirements

MAS confirms regulatory approach for best execution and timeline for compliance. By Farhana Sharmeen and Marc Jia Renn Tan On 3 September 2020, the Monetary Authority of Singapore (the MAS) issued a response to feedback about its proposal for capital markets service license holders, banks, merchant banks, and finance companies that conduct certain regulated activities … Continue Reading

FINRA Issues Guidance on Implementation of Rule 5110 Amendments Relating to Public Offerings

The guidance addresses how the filing and review of public offerings both before and after the amendments’ September 16 implementation date will be impacted. By Dana G. Fleischman and Gail S. Neely On September 14, 2020, the Financial Industry Regulatory Authority, Inc. (FINRA) updated its Public Offerings page, including its Frequently Asked Questions regarding amendments … Continue Reading

SEC Issues Alert on Compliance Risks Related to COVID-19

As COVID-19 continues to disrupt routine operations, OCIE reminds broker-dealers and investment advisers of their ongoing obligations. By Dana G. Fleischman, Nabil Sabki, Stephen P. Wink, Laura N. Ferrell, and Deric Behar On August 12, 2020, the US Securities and Exchange Commission (SEC) Office of Compliance Inspections and Examinations (OCIE) issued a Risk Alert titled … Continue Reading

FINRA Issues Guidance on Retail Communications in Private Placements

The guidance highlights certain issues identified by FINRA regarding member firm communications to retail investors in private placement offerings. By Dana G. Fleischman, Stephen P. Wink, Naim Culhaci, and Deric Behar On July 1, 2020, the Financial Industry Regulatory Authority (FINRA) issued Regulatory Notice 20-21 (RN 20-21) to assist member firms in their creation, review, approval, distribution, and use … Continue Reading

SEC Flags Deficiencies in Private Fund Adviser Compliance

While the findings are not new or surprising, they do serve as a reminder of the regulator’s focus on advisers’ fiduciary and supervisory duties. By David Berman, Nabil Sabki, Laura N. Ferrell, Deric Behar, and Anna Lewis-Martinez On June 23, 2020, the Securities and Exchange Commission’s (SEC’s) Office of Compliance Inspections and Examinations (OCIE) published a … Continue Reading

SEC Puts LIBOR Transition Testing in Focus

In anticipation of LIBOR discontinuation, the SEC will begin examining transition progress. By Vicki E. Marmorstein, Jane Summers, Yvette D. Valdez, Stephen P. Wink, Douglas K. Yatter, and Deric Behar Nearly a year after the US Securities and Exchange Commission’s (SEC’s) release of a Staff Statement on LIBOR Transition, the SEC’s Office of Compliance Inspections … Continue Reading

SEC and FINRA Take Action to Address COVID-19 Impacts

In the wake of COVID-19, the SEC and FINRA are taking steps to support markets and market participants. By Dana G. Fleischman, Stephen P. Wink, and Deric Behar The US Securities and Exchange Commission (SEC) and the Financial Industry Regulatory Authority, Inc. (FINRA) continue to monitor and address ongoing impacts of COVID-19 to US capital … Continue Reading

HK SFC Reiterates Key Regulatory Obligations Amidst COVID-19 Market Volatility

Market participants must treat clients fairly and exercise care when recommending potentially volatile or illiquid products. By Simon Hawkins and Kenneth Y.F. Hui In response to ongoing volatility in local and international markets caused by the COVID-19 pandemic, on 27 March 2020, the Hong Kong Securities and Futures Commission (SFC) published two circulars reminding fund … Continue Reading

Prospectus Regulation: How to Navigate the New Rules on the Summary Section

New length restrictions will require issuers to focus on key information for investors. By James Inness and Connor Cahalane Under the Prospectus Regulation, which comes into force on 21 July 2019 (See EU Prospectus Regulation: New Format and Content Requirements), issuers preparing equity prospectuses will need to comply with new rules on the summary section. … Continue Reading

EU Prospectus Regulation: New Format and Content Requirements

The full regulation will come into force in July, imposing new requirements for prospectuses By James Inness and Connor Cahalane The new EU Prospectus Regulation will take full effect on 21 July 2019. Issuers and other parties to capital markets transactions can expect changes in the following areas: Prospectus summary: New content requirements and length … Continue Reading

New Listing Rules for Sovereign Controlled Companies … In 30 Seconds

The Financial Conduct Authority has published final rules creating a new category within its premium listing regime for companies controlled by a shareholder that is a sovereign country. By James Inness, Claire A. Keast-Butler, and Koushik K. Prasad From 1 July, 2018, an issuer with a sovereign state as its controlling shareholder will be eligible … Continue Reading

Swiss Regulator Publishes ICO Guidelines

Swiss regulator offers assistance in navigating the regulatory framework. By Andrew Moyle, Stuart Davis and Charlotte Collins The Swiss Financial Market Supervisory Authority (FINMA) has published a set of guidelines, setting out how it intends to apply its financial markets legislation in the context of initial coin offerings (ICOs). Despite the growing trend for ICOs … Continue Reading

FCA to Take a Closer Look at ICOs

By Stuart Davis and Charlotte Collins Following on from the Financial Conduct Authority’s (FCA’s) consumer warning on Initial Coin Offerings (ICOs) in September, the FCA has announced a deeper examination of this area in its Feedback Statement on Distributed Ledger Technology (DLT) and related press release. The FCA stated that it will consider whether regulatory … Continue Reading

ESMA Provides Further Clarity on Initial Coin Offerings in Europe

By James Inness and Stuart Davis Following our 7 November 2017 blog “Europe as a Hub for Initial Coin Offerings”, the European Securities and Markets Authority (ESMA) has published two statements on Initial Coin Offerings (ICOs). The statements underline ESMA’s interest in ICOs as a means to raise capital for enterprises, particularly given their rapid … Continue Reading

Proposed FCA Rules Extend Warmer Welcome to Sovereign-Controlled Companies

By James Inness and Sean Meehan On 13 July 2017, the Financial Conduct Authority (FCA) proposed a relaxation of certain aspects of the premium listing segment for sovereign-controlled companies. The proposed new rules will create a new premium listing category pursuant to which: Related party rules will be modified so that the sovereign controlling shareholder will … Continue Reading

What Will the New EU Prospectus Regulation Mean for Issuers?

By James Inness A new prospectus regulation (Regulation (EU) 2017/1129) (the Regulation) will come into direct effect on 20 July 2017, with a small number of provisions applying immediately and the remainder applying from 21 July 2019. The changes under the Regulation will likely be relevant to issuers both before and after Brexit. Which Provisions … Continue Reading
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