The Investment Funds and Structured Products Branch (“IFSP”) of the Ontario Securities Commission (“OSC”) released its Summary Report for Investment Fund and Structured Product Issuers for the fiscal year ended March 31, 2023...more
In September 2023, the Structured Finance Association (SFA) published its ESG Best Practices for Auto Asset-Backed Securities (ABS) and Residential Mortgage-Backed Securities (RMBS) Disclosures. The industry-wide working...more
Following closely on the heels of a Georgia law enacted in May, Connecticut and Florida have become the latest states to enact laws requiring providers of small business financing to provide disclosures to recipients—and in...more
The State of New York passed a law in December 2020 – the Commercial Finance Disclosure Law (“CFDL”), with an effective date of June 2021 – that prescribed required disclosures for commercial finance transactions that are...more
Small business financers and brokers (“providers”) active in New York are officially on notice to finalize their preparations to comply with New York’s Commercial Finance Disclosure Law (“CFDL”) by August 1, 2023, the new...more
The New York Department of Financial Services (NYDFS) has issued “pre-proposed” rules under New York’s commercial financing disclosure law that was enacted at the end of 2020. The pre-proposed rules are 45 pages in length...more
This practice note examines recent market trends regarding medium-term note programs (MTN programs), providing an overview of the market in 2020 and 2021 with a focus on general deal structure and process, and disclosure...more
On October 28, 2020, the U.S. Securities and Exchange Commission (SEC) Chairman Jay Clayton, together with the directors of three SEC divisions, issued a joint statement relating to complex financial products. The statement...more
For public and private companies in all industries, the risk of being targeted in a U.S. Securities and Exchange Commission (SEC) investigation is a very real concern. As new and innovative securities offerings continue to be...more
On 30 June 2017, the Decision of the Bank of Italy of 7 June 2017, entitled “Provisionson disclosure and statistical obligations for vehicle companies involved in securitization transactions” (the “Decision”) was published in...more
Numerous regulatory developments were enacted or proposed in the United States and the European Union in response to the financial crisis. Although some of the proposed changes are still in the process of being adopted or...more
FINRA’s Proposed Amendments to the Corporate Financing Rules – Impact on Structured Notes - In April 2017, FINRA released a set of significant proposed amendments to its Rule 5110, known as the “Corporate Financing Rule.” ...more
Brexit and Structured Products: A Framework for Considering Disclosures - The U.K.’s recent referendum to withdraw from the European Union has affected virtually all segments of the financial industry. The structured...more
Is There a Standard Form of Rule 144A Representation Letter? - My file of Rule 144A representation letters has been growing fatter, and I‘m not sure why. I would have hoped that by now there would be just one great...more
Structured Products Offerings and Research Reports: Introduction - Structured products are sold by broker-dealers, many of which are affiliates of large investment banks. The equity research group of the same...more
On Friday, October 30, 2015, the Federal Reserve Board (“Board”) reaffirmed its commitment to both the bank holding company model and single point of entry resolution. In a departure from historical views of the purpose and...more
U.S. Structured Warrant Programs: Introduction - U.S. and non-U.S. banks have offered structured warrants in the U.S. to address the needs of both institutional and high-net worth investors. This article will...more
Regulatory Developments: FINRA Proposes Rules for Funding Portals - On Oct. 9 FINRA filed with the SEC a proposed rule change to adopt Funding Portal Rules 100 (general standards), 110 (funding portal application),...more
On May 12, 2015, the Joint Committee of the three European Supervisory Authorities (ESAs) published a report detailing its findings and recommendations regarding the disclosure requirements and obligations relating to due...more
The European Commission has recently issued a supplementary regulation relating to regulatory technical standards on disclosure requirements for structured finance instruments. The disclosure requirements cover structured...more
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...more
On 24 June 2014, ESMA published its Final Report on the draft regulatory technical standards under CRA3. With respect to structured finance instruments, the Final Report sets out draft standards for the information to be...more
On August 5, EBA published its final draft regulatory technical standards (RTS) specifying the treatment of equity exposures according to Article 495(3) of Regulation No 575/2013 Capital Requirements Regulation (CRR). ...more
Executive Summary - Following the consultation paper published by the European Securities and Markets Authority (ESMA) in February 2014, on 24 June 2014 ESMA published its final draft of the Regulatory Technical...more