The Financial Report - Volume 3, No. 11 • June 5, 2014 (Global)

by DLA Piper




Discussion and Analysis

News from the Americas

News from Asia and the Pacific

News from Europe

Global Regulators

US Securities and Exchange Commission Developments

US Commodity Futures Trading Commission Developments

US Banking Agency and Treasury Department Developments

US Judicial Developments

US Exchanges and Self-Regulatory Organizations

Discussion and Analysis

FINRA recently simplified two rules that are critical in the public offering process. FINRA’s Corporate Financing Rule generally regulates underwriting compensation and prohibits unfair arrangements in connection with the public offering of securities. Among other provisions, the rule requires members to file information with FINRA about the securities offerings in which they “participate” and to disclose affiliations and other relationships that may indicate the existence of conflicts of interest. The rule also imposes lock-up restrictions on certain securities acquired from the issuer and restricts the receipt of certain items of value, such as termination, or “tail,” fees and rights of first refusal as to future transactions (ROFRs). In addition, FINRA’s Conflict of Interest Rule prohibits FINRA members that have a conflict of interest from participating in a public offering of securities unless certain conditions are met.

FINRA recently revised these rules to simplify member participation in offerings and associated reporting, while enabling members to negotiate more broadly for tail fees and ROFRs:

1. Independent financial advisers not “participating” in offering - FINRA members who provide advisory or consulting services are no longer be deemed to be “participating” in the offering if they are neither engaged in, nor affiliated with any entity that is engaged in, the solicitation or distribution of the offering.

2. Securities received to prevent dilution not subject to lock-up - participating members who receive securities to prevent dilution are no longer be required to lock up those securities for the period of 180 days immediately following the date of effectiveness or commencement of sales of the public offering.

3. Affiliation disclosure only as to “participating” members - the FINRA filing no longer requires disclosure regarding whether the issuer’s officers, directors, and certain beneficial owners have an affiliation or association with “any” FINRA member and instead only requires such disclosure as to “participating” FINRA members.

4. Ownership of 10 percent or more of subordinated debt not deemed “control” - FINRA members are no longer be deemed to “control” an issuer (which by definition creates a conflict of interest) by virtue of holding 10 percent or more of the issuer’s subordinated debt.

5. Tail fee arrangements permitted - FINRA members may now receive a tail fee in connection with public offerings if the fee is set forth in an agreement that permits the issuer to terminate the member for “cause” (including the member’s material failure to perform its underwriting services) without facing any obligation to pay the fees, the amount of the fee is reasonable in relation to the services, and the issuer consummates an offering or other transaction within two years from the member’s termination.

6. ROFR arrangements permitted - FINRA members may now receive ROFRs to participate in future transactions if the arrangement is set forth in an agreement that permits the issuer to terminate the member for “cause” (including the member’s material failure to perform its underwriting services) without facing any obligation with respect to the ROFR and the amount of any fees arising from services provided pursuant to the ROFR are customary for those types of services.

7. ETFs need not make FINRA filings - a FINRA filing will not be required for securities issued by an exchange-traded fund (ETF) if it is a pooled investment vehicle that is not a registered investment company but has equity securities listed for trading on a national securities exchange that can be created or redeemed on any business day at their net asset value per share.

In light of these rule changes, FINRA members should update their compliance questionnaires, checklists and other FINRA filing process tools. They should also consider updating their forms of agreements to avoid receiving unnecessarily locked up securities, and consider updating their engagement letters and other agreements to take advantage of the new flexibility for tail fees and ROFR arrangements. We have a number of attorneys here at DLA Piper who can assist you with those updates.

For more information on items 1-4 summarized above, see this FINRA release. For more information on items 5-7 summarized above, see this FINRA release.

(Our thanks to Andrew Ledbetter of our Seattle office for this Discussion and Analysis.)

News from the Americas

Former state insurance commissioner to oversee non-bank SIFIs. According to Reuters, Thomas Sullivan, the former head of the Connecticut Insurance Department, will oversee non-bank systemically important financial institutions for the US Federal Reserve Board (6/3/2014). SIFIs.

CSA proposes streamlined disclosure regime for venture issuers. The Canadian Securities Administrators published for comment proposed amendments that would streamline disclosure by venture issuers. The proposed amendments would allow the requirement for management’s discussion and analysis for interim financial periods to be satisfied by a streamlined and highly focused report on quarterly highlights, if the venture issuer does not have significant revenue; implement a new tailored form of executive compensation disclosure; reduce the instances in which a business acquisition report must be filed; create a new requirement for audit committees to have a majority of independent members; and amend the prospectus disclosure requirements to reduce the number of years of audited financial statements required for venture issuers becoming reporting issuers and to conform the prospectus disclosure requirements to the proposed amendments related to continuous disclosure. Comments should be submitted by August 20, 2014. (5/22/2014) CSA press release.

CSA proposes amendments to order protection rules. The Canadian Securities Administrators published for comment proposed amendments to National Instrument 23-101 Trading Rules (NI 23-101). Under the proposed amendments, orders would be protected where displayed on a marketplace that has met certain criteria and interim trading fee caps would be introduced. The CSA is also proposing changes to address concerns related to market data fees, and is planning to introduce a pilot study prohibiting the payment of rebates by marketplaces under the maker-taker fee model. Comments should be submitted by September 19, 2014. (5/15/2015) CSA press release.

News from Asia and the Pacific

Japan FSA guidance. Japan’s Financial Services Agency issued guidance on the Financial Instruments and Exchange Act. (6/3/2014)

Singapore consults on AML amendments. The Monetary Authority of Singapore issued a consultation paper proposing amendments to the MAS Notices on Prevention of Money Laundering and Countering the Financing of Terrorism. The proposed amendments seek to clarify financial institutions’ obligations under the AML/CFT requirements in relation to the Personal Data Protection Act. Comments should be submitted by June 20, 2014. (6/2/2014)

Hong Kong online system for dealing disclosures. The Hong Kong Securities and Futures Commission launched a new online platform to streamline the submission process for disclosures of dealings under Rule 22 of the Code on Takeovers and Mergers (Takeovers Code). Starting July 1, 2014, all Rule 22 dealing disclosures must be submitted using the online system. The SFC has also introduced more user-friendly electronic versions of the public and private disclosure forms for use with the new system. (5/30/2014) SFC press release.

ASIC focus for June 30, 2014 financial reports. The Australian Securities & Investments Commission announced its areas of focus for the June 30, 2014 financial reports of listed entities and other entities of public interest with a large number of stakeholders. (5/30/2014) ASIC press release.

Singapore to adopt IFRS-like standards. Reuters reported that by January 1, 2018, firms listed on Singapore’s exchanges will need to employ financial reporting rules similar to International Financial Reporting Standards. (5/29/2014) Accounting standards.

ASIC consultation on foreign company offerings. The Australian Securities & Investments Commission released a consultation paper proposing class order relief and guidance to help foreign companies offer CHESS Depositary Interests (CDIs) over their shares to investors in Australia. Comments should be submitted by July 25, 2014. (5/28/2014) ASIC press release.

ASIC reports on the handling of confidential information. The Australian Securities & Investments Commission released Report 393, Handling of confidential information: Briefings and unannounced corporate transactions. The report analyzes the way companies and their advisers handle confidential information. (5/27/2014) ASIC press release.

ASIC reminder on class orders. The Australian Securities & Investments Commission encouraged platforms to review ongoing compliance with ASIC class orders and to ensure that they are ready for the changes under new class orders coming into full effect for established operators on July 1, 2014. (5/27/2014) ASIC press release.

ASIC summarizes relief application decisions. The Australian Securities & Investments Commission outlined its decisions on relief applications covering the period from October 1, 2013, to January 31, 2014. The report summarizes examples of situations where ASIC has exercised, or refused to exercise, its exemption and modification powers under the Corporations Act and the licensing and responsible lending provisions of the National Credit Act. The report also highlights instances where ASIC has considered adopting a no-action position regarding specified non-compliance with statutory provisions. (5/26/2014) ASIC press release.

Regulators in Japan and the UK sign information sharing agreements. Japan’s Financial Services Agency and the Certified Public Accountants and Auditing Oversight Board exchanged letters of cooperation with the UK Financial Reporting Council. The exchange of letters permits each authority to share information upon request related to auditors that fall within the regulatory jurisdiction of both authorities. (5/23/2014) FSA press release.

ASIC guidance to superannuation trustees. The Australian Securities and Investment Commission issued further guidance to superannuation trustees about their obligation to produce a product dashboard for MySuper products. (5/22/2014) ASIC press release.

ASIC updates public comment guide. The Australian Securities and Investment Commission updated its information on when it will provide comment on investigations and enforcement actions. (5/20/2014) ASIC press release.

ASIC reports on “dark liquidity.” The Australian Securities and Investment Commission released the results of a review of rule changes affecting “dark trading” and their impact on market quality. The review found that the trends in dark liquidity that were of some concern have been discontinued. (5/19/2014) ASIC press release.

News from Europe

ESMA opens registration for MiFID hearings. The European Securities and Markets Authority opened registration for the three open hearings on MiFID II/MiFIR. The hearings will take place on July 7 and 8, 2014, and are open to the public. (6/3/2014) ESMA notice.

ECB to lead forex reform. Reuters reported that the European Central Bank will play a lead role in crafting new global rules for foreign exchange trading. (6/2/2014) Forex.

ESMA guidance on CRAs. The European Securities and Markets Authority published a second set of questions and answers on the Credit Rating Agency Regulation. The updated Q&A provides clarifications regarding the publication of sovereign ratings and conflicts of interest concerning investments in CRAs. (6/2/2014) ESMA notice.

Bank of England issues discussion papers. The Bank of England published two Discussion Papers, one in conjunction with the European Central Bank on the securitization market, and the second on improving the availability of credit data. (5/30/2014) Bank of England press release.

UK PRA consultations for insurers. The UK Prudential Regulation Authority opened two consultations relevant to insurers. The first is a draft supervisory statement which sets out the PRA’s expectations of firms in relation to existing rules on the valuation of financial assets. The second consultation seeks views on a draft supervisory statement which sets out the PRA’s expectations of PRA-authorized insurers in relation to the use of subordinated guarantees. Comments on either consultation should be submitted by July 11, 2014. (5/30/2014)

ECB draft regulation on supervisory fees. The European Central Bank published a draft ECB Regulation on supervisory fees. The draft regulation establishes the methodology for determining the total amount of the annual supervisory fee; calculating the amount to be paid by each supervised bank or banking group; and collecting the annual supervisory fee. Comments should be submitted by July 11, 2014. (5/27/2014) ECB press release.

UK FCA review of insurance intermediaries. The UK Financial Conduct Authority reported the findings of its thematic review regarding whether insurance intermediaries serving small to medium-sized enterprises are able to effectively identify and mitigate conflicts of interest arising from their remuneration structures. (5/27/2014) FCA press release.

UK PRA policy statement. The UK Prudential Regulation Authority published a policy statement containing final miscellaneous and minor policy amendments to the PRA’s rules, guidance and a supervisory statement. Topics addressed include financial conglomerates capital adequacy, eligible liquid assets for Shari’ah compliant firms and risk management of asset encumbrance. (5/27/2014) PRA notice.

ESMA reports on IFRS enforcement. The European Securities and Markets Authority published a report on the activities of IFRS enforcers in Europe in 2013. The report provides a description of the existing enforcement system in Europe, the main activities that were coordinated at European level during 2013, information on enforcement activities and ESMA’s contribution to the standard setting process. (5/23/2014) ESMA notice.

ESMA updates list of authorized CCPs. The European Securities and Markets Authority updated its list of Central Counterparties that have been authorized to offer services and activities in the EU in accordance with the European Markets Infrastructure Regulation. (5/23/2014) ESMA notice.

ESMA consults on MiFID reforms. The European Securities and Markets Authority launched a consultation on the implementation of the revised Markets in Financial Instruments Directive (MiFID II) and Regulation (MiFIR). MiFID II/MiFIR introduces changes which include transparency requirements for a broader range of asset classes; the obligation to trade derivatives on-exchange; requirements on algorithmic and high-frequency-trading; and new supervisory tools for commodity derivatives. It also addresses consumer protection issues concerning commissions; conditions for the provision of independent investment advice; stricter organizational requirements for product design and distribution; product intervention powers; and the disclosure of costs and charges. Comments should be submitted by August 1, 2014. (5/22/2014) ESMA notice.

Bank of England Governor discusses the insurance industry. Mark Carney, Governor of the Bank of England, published an article in The Times concerning the regulation of the insurance industry. Carney emphasized that the Bank of England will not “protect insurance companies from the consequences of their own decisions…. So alongside reforms that Parliament has asked us to make to hold senior bankers to account, we will create a similar regime for senior managers in the insurance industry.” (5/22/2014) Carney article.

ESMA updates EMIR guidance. The European Securities and Markets Authority issued its eighth updated question and answers concerning common supervisory approaches and practices in the application of the European Market Infrastructure Regulation. The Q&A provides responses to questions posed by the general public, market participants and competent authorities. (5/21/2014) ESMA notice.

ESMA publishes first registered Social Enterprise Funds manager. The European Securities and Markets Authority published the first registered Social Entrepreneurship Funds manager, the BonVenture Management GmbH, based in Munich, which was registered by Germany’s BaFin. The Social Entrepreneurship Funds Regulation (EuSEF) requires ESMA to publish all EU-registered EuSEF managers, the funds it manages, and the EU Member States where these funds are marketed. The EuSEF Regulation, together with the European Venture Capital regulation, is intended to provide a legal framework for cross-border capital raising for investment in small and medium-sized enterprises as well as social enterprises across EU Member States. (5/21/2014) ESMA notice.

EBA annual report. The European Banking Authority has published its 2013 annual report. (5/20/2014) EBA press release.

EBA publishes list of incorrect ITS validation rules. The European Banking Authority issued a revised list of incorrect validation rules found in its Implementing Technical Standards on supervisory reporting. The Authority informed that data submitted in accordance with these ITS should not be validated against the previously published set of incorrect rules. (5/19/2014) EBA press release.

UK FCA policy statement on the listing regime. The UK Financial Conduct Authority issued a policy statement on its new listing regime. The policy statement reviews the final rules and the comments it received during the comment period concerning those rules. (5/16/2014) FCA press release.

Bank of England publishes paper on initial margin requirements. The Bank of England published a financial stability paper on the procyclicality of risk-based initial margin requirements for derivatives. The paper proposes two types of quantitative measure of procyclicality: one that examines margin variation across the cycle and one that focuses on short-term margin increases. (5/16/2014) Bank of England notice.

ESMA publishes risk dashboard. The European Securities and Markets Authority published its risk dashboard for the first quarter of 2014. (5/16/2014) ESMA notice.

ESMA announces new working group. The European Securities and Markets Authority announced the creation of the Consultative Working group of the Market Data Reporting Working Group, which will focus on issues relating to reporting of transactions, positions, record-keeping of orders and instrument reference data. The objectives of this group are to enhance the quality of the market data reported to EU National Authorities and Trade Repositories and to foster supervisory convergence among the national authorities in its area of competence. (5/16/2014) ESMA notice.

EBA publishes updated credit valuation template. The European Banking Authority released an updated version of the template that banks participating in the Credit Valuation Adjustment data collection will be requested to complete. (5/16/2014) EBA press release.

EC publishes financial regulation agenda. The European Commission published its first comprehensive review of the financial regulation agenda as a whole. The review explains how financial reforms reshape the financial sector and the resulting benefits. The Communication recalls the objectives that guided the Commission, presents an overview of the reforms it proposed, and takes stock of the key effects that can already be observed. (5/15/2014) EC press release.

Global Regulators

IOSCO consults on investor education. The International Organization of Securities Commissions published a consultation report on the Strategic Framework for Investor Education and Financial Literacy, which describes IOSCO’s role in promoting investor education and financial literacy and its strategic approach to both. Comments should be submitted by July 31, 2014. (5/29/2014) IOSCO press release.

IOSCO strategic plan. The International Organization of Securities Commissions seeks comments on its 2015-2020 strategic plan. Comments should be submitted by June 27, 2014. (5/28/2014) IOSCO press release.US Securities and Exchange Commission Developments

Selected Enforcement Actions

SEC charges charter school operator with bond fraud. The SEC charged a charter school operator in Chicago with defrauding investors in a US$37.5 million bond offering for school construction by making materially misleading statements about transactions that presented a conflict of interest. The SEC alleged that UNO Charter School Network Inc. and United Neighborhood Organization of Chicago not only failed to disclose a multi-million-dollar contract with a windows company owned by the brother of one of its senior officers, but investors also were not informed about the potential financial impact the conflicted transaction had on its ability to repay the bonds. Without admitting or denying the allegations, UNO settled the charges by agreeing to undertakings to improve its internal procedures and training, including the appointment of an independent monitor. (6/2/2014) SEC press release.

SEC emergency action against transfer agent. The SEC announced fraud charges and an emergency asset freeze against an Illinois-based transfer agent and its owner whose misappropriation scheme was exposed during an SEC examination of the firm. The SEC alleges that IST Shareholder Services and Robert G. Pearson were misusing money belonging to their corporate clients and the clients’ shareholders in order to fund their own payroll and business obligations. Pearson admitted to the scheme during questioning by SEC examiners, and the agency subsequently filed an emergency action to obtain an asset freeze and place control of the firm under a third-party receiver appointed by the court. (5/28/2014) SEC press release.

Attorney settles insider trading charges. The SEC instituted settled administrative proceedings against Christopher D. Wiest for engaging in insider trading. Without admitting or denying the allegations, Wiest consented to the entry of an order finding that as an attorney working for a law firm retained by Stanley Black & Decker, Inc., he was asked to prepare documents related to Stanley’s planned acquisition of InfoLogix, Inc. Wiest then used information he learned about the acquisition to purchase InfoLogix shares. Wiest will pay a total of US$117,706.97 in disgorgement, interest, and penalties to settle this matter. (5/13/2014) In the Matter of Christopher D. Wiest, SEC Release No. 34-72155.

Other Developments

Proxy advisory firm disclosures. The Law Blog reported that the SEC will soon issue new disclosure guidance for proxy advisory firms. (6/3/2014) Disclosure.

Conflict mineral filings. The Guardian reviewed the conflict mineral disclosure forms submitted by issuers to the SEC as the June 2, 2014 filing deadline approached. (6/2/2014) Filings.

Staff propose investor tool. A member of the SEC’s Division of Economic and Risk Analysis wrote a paper introducing a computing tool aimed at helping individuals better assess the risk and return characteristics of their investments. (5/30/2014) White paper.

Commissioner remarks on public pensions. The issues faced by the municipal securities markets were the subject of a recent speech given by SEC Commissioner Daniel M. Gallagher. The threats posed by underfunded state and local pension plans and the need for major disclosure reforms were emphasized. (5/29/2014) Gallagher speech.

Regulation FD. Ohio State law professor Steven M. Davidoff’s comments concerning Regulation FD were published by DealBook. (5/28/2014) Shortcomings.

SEC admissions policy and compliance. Andrew Ceresney, the Co-Director of the SEC’s Enforcement Division, summarized the enforcement cases in which the agency sought admissions and addressed the role of legal and compliance offices. The Division will bring actions against legal and compliance officers when it believes they have affirmatively participated in misconduct, helped mislead regulators, or when they have clear responsibility to implement compliance programs or policies and failed to fulfill that responsibility. (5/20/2014) Ceresney speech.

Individual liability under Exchange Act Section 20(b). SEC Chair Mary Jo White recently discussed a new approach to charging individuals, the employment of Section 20(b) of the Securities Exchange Act. Section 20(b) imposes primary liability on a person who, directly or indirectly, does anything “by means of any other person” that would be unlawful for that person to do on his or her own. The agency will focus on Section 20(b) charges where individuals have engaged in unlawful activity but attempted to insulate themselves from liability by avoiding direct communication with the defrauded investors. White said: “It is potentially a very powerful tool that can reach those who have participated in disseminating false or misleading information to investors through offering materials, stock promotional materials, or earnings call transcripts, but who might not be liable under Rule 10b-5(b).” (5/19/2014) White speech.

US Commodity Futures Trading Commission Developments

Proposed Rules

Exclusion of utility operators from swaps threshold. The CFTC published proposed rule amendments that would adjust the de minimis threshold for determining if an entity that enters into swaps with utility special entities must register as a swap dealer. Comments should be submitted by July 2, 2014. (5/22/2014) 79 FR 31238.

Regulatory Orders

Treatment of customer funds. The CFTC amended an earlier issued order to ICE Clear Europe Limited, a registered derivatives clearing organization, concerning when ICE Clear Europe and its futures commission merchant clearing members may commingle in a futures customer account positions in futures and options, and foreign futures and foreign options, and related customer money, securities, and property; and portfolio margin the same. The amended order permits certain interest rate, energy, and financial contracts to be included. (5/30/2014) CFTC press release.

DCO registration vacated. The CFTC vacated the registration of New York Portfolio Clearing as a derivatives clearing organization at NYPC’s request. (5/30/3014) CFTC press release.

Regulatory Relief

Canadian banks receive reporting relief. The Division of Swap Dealer and Intermediary Oversight provided time limited relief to each of the five Canadian banks that are registered with the CFTC as swap dealers from the requirement that swap dealers furnish risk exposure reports on a quarterly basis. (5/30/30214) CFTC press release.

Registration relief for DCMs and SEFs. Designated contract markets or swap execution facilities that are not registered or required to be registered with the CFTC received relief from the requirement to keep electronic text messages in an identifiable and searchable form. (5/22/2014) CFTC Letter No. 14-72.

Streamlined CPO registration relief granted. No action relief from the requirement to register as a commodity pool operator was granted under the Division of Swap Dealer and Intermediary Oversight’s new streamlined procedures. (5/16/2014) CFTC Letter No. 14-71.

Registration relief extended for trading platform. The Division of Market Oversight extended to August 15, 2014, the conditional time-limited relief provided to Australian-based trading platform Yieldbroker Pty Limited. (5/14/2014) CFTC Letter No. 14-70.

Other Developments

Acting chair wants to reconsider swaps rule reach. According to the Wall Street Journal, acting CFTC Chair Mark Wetjen wants the agency to rethink the CFTC’s 2013 guidance on the extent to which US swaps rules would apply to off-shore swaps transactions. (5/29/2014) Offshore reach.

Position limits roundtable. A roundtable discussion on the application of position limits for physical commodities will be held by CFTC staff on June 19, 2014. See CFTC press release. Those wishing to comment on the issues to be discussed at that roundtable may do so for three weeks beginning June 12, 2014. (5/29/2014) 79 FR 30762.

Incentives to trade. According to Bloomberg, the CFTC has asked derivatives traders for information on the discounts they receive from exchanges. (5/29/2014) Incentives.

Whistleblower award. The first whistleblower award given by the CFTC under the Dodd-Frank Act was announced. The award was approximately US$240,000. (5/20/2014) CFTC press release.

US Banking Agency and Treasury Department Developments

Examiner rotation. The Office of the Comptroller of the Currency will establish a formal rotation program for all examiners and an enterprise risk management framework. (5/28/2014) OCC press release.

Asset management discussion. An archived webcast of the Financial Stability Oversight Council asset management conference has been made available. (5/19/2014) FSOC press release.

US Judicial Developments

“Government Instrumentality” and the FCPA. The US Court of Appeals for the Eleventh Circuit concluded that an entity controlled by the government of a foreign country that performs a function the controlling government treats as its own is a government “instrumentality” under the Foreign Corrupt Practices Act. (5/16/2014) U.S. v. Esquenazi.

US Exchanges and Self-Regulatory Organizations

FINRA makes “dark pool” data public. The Financial Industry Regulatory Authority began providing data indicating the activity levels in each alternative trading system, including all market facilities commonly called “dark pools.” (6/2/2014) FINRA press release.

FINRA Investor Alert. An investor alert has been issued by the Financial Industry Regulatory Authority concerning promotions touting certificates of deposit that promise interest rates that are substantially higher than current averages. (5/28/2014) FINRA press release.

NFA to reduce assessments. The Board of the National Futures Association approved a reduction in NFA’s assessment fees from US$.02 per side to US$.01 per side. (5/28/2014) NFA Notice I-14-12.

NFA late fees. Effective June 1, 2014, the National Futures Association will assess a US$1,000 fee when a firm or individual fails to disclose a disciplinary matter on a registration application or fails to promptly update an existing registration record to disclose a new disciplinary matter. (5/19/2014) NFA Notice to Members I-14-11.

FINRA corporate financing amendment approved. The SEC has approved the Financial Industry Regulatory Authority’s amendments to FINRA Rule 5110 (Corporate Financing Rule-Underwriting Terms and Arrangements). (5/15/2014) FINRA Regulatory Notice 14-22.

FINRA equity trade reporting. The SEC has approved the Financial Industry Regulatory Authority’s amendments to FINRA rules governing the reporting of (i) over-the-counter transactions in equity securities to the FINRA facilities; and (ii) orders in NMS stocks and OTC equity securities to the Order Audit Trail System. (5/15/2014) FINRA Regulatory Notice 14-21.


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.

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