In This Issue:

- Key Regulators Speak at Structured Products Conference

- FINRA Shows Its CARDS; It Will Use Big Data to Review Suitability of Complex Products Sales

- FINRA’s Proposed Bond Mark-up Disclosure Rules and Structured Products

- PRIIPS Update

- Excerpt from Key Regulators Speak at Structured Products Conference:

On November 12, 2014, Structured Products held its annual regulatory, compliance and legal conference in Washington, D.C. Conference attendees had the opportunity to hear from federal and state securities regulators, FINRA officials, as well as other leading market participants, as to current areas of focus and other guidance. In this article, we report on a number of the most significant statements and reminders that industry regulators shared with the audience.

The SEC and Structured Products -

Amy Starr, from the SEC’s Office of Capital Markets Trends (the “OCMT”), led off the conference. After providing a brief overview of the OCMT and its recent activities, she discussed the SEC’s 2014 “sweep letter” relating to exchange traded notes (ETNs). The text of the letter does not appear on the SEC website; however, a number of significant issuers of ETNs received a substantially similar letter. The process was characterized as a “private review.” Among the concerns of the OCMT are that ETN prospectus disclosures as to the “indicative value” of an ETN are not always clear, and that the meaning of this term can vary from issuer to issuer. The OCMT also sought to ensure that ETN disclosures explained the difference between the ETN’s indicative value, its trading value and the value of the underlier, and the meaning of similar terms used in some offering documents, such as “intrinsic economic value” as that term relates to the indicative value. Consistent with recent efforts and statements by securities regulators, the OCMT asked that issuers disclose how investor fees and any other fees associated with the ETNs are reflected in indicative values.