ICMA Publishes a Guide to the Pan-European Private Placement Market
On February 11, the International Capital Market Association (ICMA) published a guide on common market standards and best practices for the development of Pan-European private placement (PEPP) transactions. The guide is intended to be a foundation for a truly pan-European private placement market.
The guide states the market characteristics of a PEPP transaction and includes a guide to negotiation and documentation, emphasizing the utility of the Loan Market Association's standard documents which were issued in January 2015. The guide further explains the roles of the parties in a PEPP transaction and gives an indicative timetable.
ICMA states that the guide is intended as guidance only and that negotiation of the contractual terms for each document in a PEPP transaction is essential. The guide will be updated and supplemented as the PEPP market and corresponding practice develops throughout the Member States of the European Union. Guide.
FMLC Publishes Letter to European Commission on Reporting and Transparency of Securities Financing Transactions
On February 10, the UK Financial Markets Law Committee (FMLC) published a letter to the Director-General for Financial Stability, Financial Services and Capital Markets Union of the European Commission.
The letter discusses the proposed Regulation on Reporting and Transparency of Securities Financing Transactions. The proposed regulation would introduce a transparency regime in the context of securities financing transactions (typically repurchase agreements (repos), securities lending activities, and sell/buy-back transactions) by requiring their reporting to trade repositories and disclosure to fund investors.
The FMLC is concerned that the proposed regulation fails adequately to reflect the difference between a title transfer financial collateral arrangement (TTFCA) and a security financial collateral arrangement (SFCA), pointing out that such failure adequately to differentiate had been flagged in comments by the ECB. To allay these concerns the FMLC recommends that the proposed regulation is amended to make it explicit that TTFCAs are excluded from Article 15 of the proposed regulation which states that counterparties shall have the right to rehypothecation only if the counterparty is informed in writing of the potential risks and has granted its prior express consent. Since a TTFCA (unlike a SFCA) involves the transfer to the receiving counterparty of the ownership of the assets in question, it is incongruous to say that the receiving counterparty has the right to use the assets transferred to him only if certain conditions are satisfied because the right to use them is a necessary incident of the ownership of the assets. Similarly, the FMLC points out that only assets transferred by means of a SFCA constitute "client assets" for the purposes of the receiving party as the transferor retains an equitable interest. Letter.
Council of the EU Endorses Agreement with the European Parliament Regarding the MLD4
On February 10, the Council of the European Union published a press release stating that agreement had been reached with the European Parliament regarding the Fourth Money Laundering Directive (MLD4) and the proposed revised Wire Transfer Regulation (WTR).
MLD4 has an extended scope and introduces due diligence requirements for a greater number of traders by lowering the threshold required for anti-money laundering steps from €15,000 to €10,000.
The agreement between the Council and the European Parliament means that MLD4 and WTR will go to second reading and can now be adopted. Member States will have two years to transpose the Directive into national law; the Regulation will be directly applicable. Press Release.
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