News & Analysis as of

Prospectus

Governance & Securities Law Focus: Europe Edition - April 2017

by Shearman & Sterling LLP on

In this newsletter, we provide a snapshot of the principal European, US and selected international governance and securities law developments of interest to European corporates. Please see full Newsletter below for more...more

The New Prospectus Regulation

by White & Case LLP on

Changes to Disclosure Requirements for Debt Capital Markets Transactions - On 5 April 2017, the European Parliament adopted the new Prospectus Regulation ("PR3"). PR3 will enter into force on the twentieth day after its...more

Due Diligence Defence Deemed Available for Issuance of Securities in Breach of Securities Laws

by Bennett Jones LLP on

The B.C. Securities Commission's (the Commission) decision in Re SunCentro (2017 BCSECCOM 58) provides rare guidance on the availability of a due diligence defence to parties that have illegally distributed securities. The...more

Chris Lazarini Discusses Burden of Materiality under Section 11 and 12 of Securities Act

by Bass, Berry & Sims PLC on

Bass, Berry & Sims attorney Chris Lazarini discussed the class action suit brought against Party City alleging the company failed to disclose material facts in SEC documents when it did not discuss the impact the decline in...more

Will New Administration Speed VA Summary Prospectus?

by Carlton Fields on

President Trump’s nominee for SEC Chairman, Jay Clayton, could speed authorization of the variable annuity (VA) summary prospectus and related layered disclosure and shortened underlying fund report to shareholders. Doing so...more

Corporate News - April 2017

by Hogan Lovells on

Beneficial ownership - BEIS call for evidence on register of beneficial owners of overseas entities - In March 2016, BEIS published a discussion paper which outlined a range of proposals to enhance the transparency of...more

Green Bonds – An Introduction

by White & Case LLP on

Since their introduction in 2007, Green Bonds issuances have exponentially increased in volume and have become part of the lexicon of environmental finance. Simply defined, Green Bonds raise funds for new and existing...more

Corporate Finance Alert: SEC Adopts T+2 Settlement Cycle for Securities Transactions

On March 22, 2017, the Securities and Exchange Commission (SEC) adopted an amendment to Securities Exchange Act Rule 15c6-1(a) to shorten the standard settlement cycle for most broker-dealer securities transactions from three...more

Corporate News - March 2017

by Hogan Lovells on

A new era for the UK's capital markets? FCA publishes proposals to reform the UK's capital markets and IPO process - The FCA has published a package of measures to reshape and enhance the UK's primary markets. These are...more

European Commission Requests Technical Advice for Prospectus Regulation Implementation

by Shearman & Sterling LLP on

The European Commission has published a request to the European Securities and Markets Authority for technical advice on possible delegated acts under the Prospectus Regulation. The Prospectus Regulation has been agreed but...more

Financial Conduct Authority Proposes Changes to UK Equity IPO Process

by Shearman & Sterling LLP on

The Financial Conduct Authority launched a consultation on proposed changes to the availability of information in the UK equity IPO process. The consultation follows the discussion paper published by the FCA in April 2016....more

Financial Services Regulation - Exchange International Newsletter - Issue 31 - February 2017

by DLA Piper on

DLA Piper’s Financial Services International Regulatory team welcomes you to the thirty first edition of “Exchange – International” – our newsletter designed to keep you informed of international regulatory developments in...more

SEC Issues No Action Letter Regarding Canadian Companies’ Registration of Rights Offerings on MJDS Form F-7

by Dorsey & Whitney LLP on

In December 2015, the Canadian Securities Administrators (CSA) announced an amended regime for a prospectus-exempt rights offering in Canada. This amended regime allows certain public companies in Canada to conduct a...more

Private Placement of Securities in Canada - Second Edition

by Bennett Jones LLP on

Securities regulation in Canada is a matter of provincial jurisdiction and each of the ten Canadian provinces and three territories has its own securities regulatory body, that enforces the relevant local legislation and...more

Uncertain Seas: European Financial and Regulatory Developments into 2017

Charting New and Dangerous Waters - Lloyd George and Epictetus may be long gone but their words have much resonance with the events of 2016. The political fallout from the UK’s vote to leave the European Union (“EU”)...more

Final EU Agreement on Draft Prospectus Rules as Part of Capital Markets Union

by Shearman & Sterling LLP on

The Council of the European Union announced that it had reached an agreement with the European Parliament on prospectuses for the issuing and offering of securities. Finalization of the agreement comes after the provisional...more

Provisional EU Agreement on Draft Prospectus Rules as Part of Capital Markets Union

by Shearman & Sterling LLP on

The Council of the European Union announced the conclusion of a provisional agreement with representatives of the European Parliament on new rules on prospectuses for the issuing and offering of securities. The draft...more

New capital raising initiatives for start-up businesses in Alberta

by Dentons on

The Alberta Securities Commission (the ASC) has recently announced two initiatives intended to make it easier for Alberta businesses to access small levels of investment....more

'Breality Check'—Brexit Update and Third Country Passporting Implications

by Morgan Lewis on

While the swirl of day-by-day posturing, partisan commentary, and reluctance of the UK and EU authorities to reveal their negotiating hands make it challenging to discern probable routes forward and plan accordingly, there is...more

ASC Adopts Crowdfunding Prospectus Exemption for Small or Start-up Alberta Businesses

by Bennett Jones LLP on

Effective October 31, 2016, the Alberta Securities Commission (ASC) adopted Multilateral Instrument 45-108 Crowdfunding (MI 45-108) which provides Alberta-based issuers with a crowdfunding prospectus exemption. MI 45-108 is...more

Governance & Securities Law Focus: Latin America Edition - October 2016

by Shearman & Sterling LLP on

This newsletter provides a snapshot of the principal US and selected global governance and securities law developments during the third quarter of 2016 that may be of interest to Latin American corporations and financial...more

Governance & Securities Law Focus: Asia Edition - October 2016

by Shearman & Sterling LLP on

In this newsletter, we provide a snapshot of the principal Asian, US, European and selected international governance and securities law developments of interest to Asian corporates and financial institutions. Please see...more

A new Prospectus Regulation

by Dentons on

The European Parliament has adopted amendments to the European Commission's legislative proposals for a new Prospectus Regulation to repeal and replace the current Prospectus Directive....more

Governance & Securities Law Focus: Europe Edition, October 2016

by Shearman & Sterling LLP on

In this newsletter, we provide a snapshot of the principal European, US and selected international governance and securities law developments of interest to European corporates. Please see full Newsletter below for more...more

The Impact of Brexit on Debt Capital Markets

by Reed Smith on

On 23 June 2016, the UK electorate voted in favour of exiting the European Union. Whilst the UK will not leave the EU in the immediate future, issuers of, and investors in, existing debt capital market transactions or those...more

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