SEC Proposed Rules on Cross-Border Security-Based Swap Activities


Introduction -

On May 1, 2013, the Securities and Exchange Commission (“SEC”) adopted and made public for comment proposed rules and interpretive guidance (“Proposed Rules”) to address the application of the provisions of the Securities Exchange Act of 1934, as amended (“Exchange Act”), that were added by Subtitle B of Title VII of the Dodd-Frank Wall Street Reform and Consumer Protection Act (“Dodd-Frank Act”) to govern crossborder security-based swap (“SBS”) activities. Since Title VII of the Dodd-Frank Act became effective in July 2011, the SEC has received numerous inquiries and comments from foreign regulators and participants involved in the global SBS market who have voiced concerns over how Title VII (and the SEC’s implementing regulations thereunder) will apply to the cross-border activities of US and non-US market participants. The SEC’s Proposed Rules aim to address these important concerns, and are meant to inform parties to SBStransactions which regulatory requirements apply when their transactions occur in part within and in part outside the United States.

Among other things, the Proposed Rules set forth how the SEC will apply the requirements of Title VII and the SEC regulations thereunder to SBSs in the context of cross-border transactions; provide the SEC’s definition of “US person” and introduce the territorial concept of “transaction conducted within the United States”; review the registration requirements of security-based swap dealers (“SBSDs”) and major security-based swap participants (“MSBSPs”); and describe the SEC’s substituted compliance framework and procedures.

The comment period for the Proposed Rules is open until August 21, 2013.

Please see full alert below for more information.

LOADING PDF: If there are any problems, click here to download the file.

Written by:

Published In:


DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

© White & Case LLP | Attorney Advertising

Don't miss a thing! Build a custom news brief:

Read fresh new writing on compliance, cybersecurity, Dodd-Frank, whistleblowers, social media, hiring & firing, patent reform, the NLRB, Obamacare, the SEC…

…or whatever matters the most to you. Follow authors, firms, and topics on JD Supra.

Create your news brief now - it's free and easy »

All the intelligence you need, in one easy email:

Great! Your first step to building an email digest of JD Supra authors and topics. Log in with LinkedIn so we can start sending your digest...

Sign up for your custom alerts now, using LinkedIn ›

* With LinkedIn, you don't need to create a separate login to manage your free JD Supra account, and we can make suggestions based on your needs and interests. We will not post anything on LinkedIn in your name.