On May 9, the Securities and Exchange Commission proposed amendments to the accelerated filer and large accelerated filer definitions in Securities Exchange Act of 1934 Rule 12b-2. The proposed amendments would exclude certain lower-revenues companies from being classified as accelerated or large accelerated filers, which would reduce costs for those companies. Continue Reading
On May 14, the Financial Industry Regulatory Authority (FINRA) announced that it is launching an initiative designed to transform the digital platform used by firms to engage with FINRA across a variety of programs. The Digital Experience Transformation (the “Initiative”) is an effort to integrate and simplify the digital interactions between brokerage firms and FINRA. The Initiative aims to facilitate efficiency and effectiveness of compliance programs. Continue Reading
On May 14, the Joint Audit Committee (JAC), a representative committee of US futures exchanges and the National Futures Association (NFA), released two regulatory alerts of particular importance to futures commission merchants (FCMs) that clear for customers whose accounts are managed by third-party advisers. The regulatory alerts “reconfirm and reiterate” the JAC’s view of existing law regarding guarantees against loss and margin in the context of multiple accounts of a single beneficial owner at an FCM, which accounts are managed by different advisers and/or traded pursuant to different programs of the same adviser. Continue Reading
On May 14, the Council of the European Union (Council of the EU) published a press release announcing that it had adopted the proposed revisions to the Capital Requirements Regulation (CRR II) and to the Capital Requirements Directive (CRD) IV, or CRD V, at first reading. This follows the preliminary political agreement reached by the Council of the EU and the European Parliament in December 2018 on proposed revisions to CRD IV and CRR (as reported in the December 7, 2018 edition of the Corporate & Financial Weekly Digest). Continue Reading
On May 14, the Council of the European Union (Council of the EU) published a press release announcing that it had adopted at first reading the proposed Regulation to amend the European Markets Infrastructure Regulation (EMIR), or the EMIR Refit Regulation. This follows the preliminary political agreement the Council of the EU and the European Parliament reached in February 2019 on proposed amendments to be made to EMIR (as reported in the February 8, 2019 edition of the Corporate & Financial Weekly Digest). Continue Reading
As a result of the Securities and Exchange Commission’s 2015 request for comments on Regulation S-X, the SEC recently proposed amendments (the Proposal) to improve the financial disclosures provided to investors concerning an acquisition or disposition of a business. The Proposal is designed to reduce complexity and compliance costs and facilitate more timely access to capital for those complying with such rules. Continue Reading
On May 8, the Division of Enforcement (the “Division”) of the Commodity Futures Trading Commission issued its first public enforcement manual (the “Enforcement Manual”). The Enforcement Manual explains the roles of the CFTC and Division generally, and outlines certain general policies and procedures that guide the Division in its investigation and prosecution of violations of the Commodity Exchange Act (CEA) and CFTC Regulations. Continue Reading
On May 2, the UK Financial Conduct Authority (FCA) updated its webpage on the United Kingdom’s national private placement regime (NPPR) under the Alternative Investment Fund Managers Directive (AIFMD).
The NPPR allows non-European Economic Area (EEA) alternative investment funds (AIFs) that are managed by full-scope UK and EEA alternative investment fund managers (AIFMs), as well as any AIFs managed by non-EEA AIFMs, to be marketed in the United Kingdom. Continue Reading
On May 3, the European Securities and Markets Association (ESMA) published final reports on technical advice to the European Commission (EC) on integrating sustainability risks and factors in the core EU asset management directives:
- the Undertakings for the Collective Investment in Transferable Securities (UCITS) Directive;
- the Alternative Investment Fund Managers Directive (AIFMD); and
- the revised Markets in Financial Instruments Directive (MiFID II) and the Markets in Financial Instruments Regulation (MiFIR).
The Securities and Exchange Commission has extended the compliance dates for amendments to Rule 606 of Regulation National Market System (NMS) that were adopted in November 2018.
The amendments to Rule 606 require specific additional disclosures for broker-dealers, including disclosure upon customer request of information relating to a customer’s NMS stock orders submitted on a not held basis. The amendments also include public quarterly disclosure of information relating to NMS stock orders submitted on a held basis. Continue Reading