UK Prospectus Regulations 2013
On May 14, the UK Prospectus Regulations 2013 and an accompanying explanatory memorandum were published. These regulations amend sections of the Financial Services and Markets Act 2000 (FSMA) as part of the implementation of the Directive amending the Prospectus Directive and Transparency Directive (2010/73/EU).
The most significant amendment is to section 86(1A) of FSMA, which sets out the circumstances in which a further prospectus is not required in the context of a retail cascade. Section 86(1A) of FSMA now provides that, in the case of certain non-equity securities issued in a continuous or repeated manner by credit institutions, this condition is satisfied if the securities have not ceased to be issued in a continuous or repeated manner. The Prospectus Regulations 2013 will come into force on May 31. Prospectus Regulations 2013. Explanatory Memorandum.
European Commission Consults on EU Banking Structural Reforms
On May 16, the European Commission published a consultation paper on reforms to the structure of the EU banking sector, which focuses on policy options for structural separation. The Commission is seeking views on policy options relating to the scope of banks potentially subject to separation. The deadline for responses to the consultation is July 3. Consultation Paper.
European Commission Requests ESMA Deliver Draft Regulatory Technical Standards on Cross-Border Application of EMIR
On May 13, the European Securities and Markets Authority (ESMA) published a letter (dated April 22, 2013) from Jonathan Faull, European Commission Director General of Internal Market and Services, to Steven Maijoor, ESMA Chair. The letter relates to the regulatory technical standards which are set out in articles 4(4) and 11(14) of EMIR (the Regulation on OTC derivatives, central counterparties and trade repositories (Regulation 648/2012)). Articles 4(4) and 11(14) of EMIR deal with the application of EMIR to transactions between non-EU entities with a direct, substantial and foreseeable effect within the EU.
ESMA postponed the development of these technical standards in June, in light of discussions which were ongoing with international regulators on the coordination of the implementation of OTC derivatives market reforms. The letter requests that ESMA deliver the two draft regulatory technical standards by September 25. Letter.
The AIFMD Developments
HM Treasury Responds to Consultation on Transposing AIFM Directive
On May 13, HM Treasury published its response to its January 2013 consultation on transposing the Alternative Investment Fund Managers Directive (2011/61/EU) (AIFM Directive or AIFMD). HM Treasury also published a revised draft version of the Alternative Investment Fund Managers Regulations. The response mainly provides information about HM Treasury's approach to sub-threshold managers and transitional arrangements. Response.
FSA Second Consultation Paper on Implementing AIFM Directive: Consultation Period Ends
On May 10, the consultation period ended for the FSA's second consultation paper on the implementation of the Alternative Investment Funds Managers Directive (2011/61/EU) (AIFM Directive) (CP13/9, also known as CP2). Final rules will not be published until June, but the Financial Conduct Authority is meant to confirm some of its final policy positions before then to give firms marginally more time to factor these positions into their implementation plans. The key policy question is whether the FCA will accept AIFM and depositary authorisation or variation applications before July 22.
AIFM Directive Implementing Regulations Published in OJ
On May 16, the texts of two European Commission Implementing Regulations required under the Alternative Investment Fund Managers Directive (2011/61/EU) (AIFM Directive or AIFMD) were published in the Official Journal of the European Union (OJ). Text One. Text Two.