We have prepared the following publications on broker-dealer and market regulation. If you wish to review any of these items, they are available by clicking on the relevant title below. To jump to a specific section, use the filter tool. These publications are only intended to be a general discussion of the topics covered and should not be construed as legal advice. We would be pleased to provide additional details or advice about specific situations.
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UK Wholesale Markets Review07/23/2021
The U.K. government is consulting, in the Wholesale Markets Review, on proposals to amend the U.K.’s Markets in Financial Instruments regime. This regime is based upon the Markets in Financial Instruments Directive and related Regulation, as well as several pieces of delegated legislation thereunder, collectively and colloquially known as MiFID II, which the U.K. on-shored with minor amendments following its exit from the European Union.
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UK Conduct Regulator Proposes Consumer Duty for Retail Activities06/28/2021
The U.K. Financial Conduct Authority is proposing to introduce a new Consumer Duty for regulated financial services firms.[1] The objective of the proposal is to set a higher, clearer standard of conduct for the retail market activities of regulated firms. The proposals represent a welcome change of focus, with a stronger emphasis on customers’ interests and outcomes.
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SEC Proposes to Increase Form 13f Reporting Threshold07/16/2020
On July 10, 2020, the U.S. Securities and Exchange Commission (SEC) issued a proposed rule (the “Proposal”) that would raise the Form 13F reporting threshold for investment managers (including non-U.S. investment managers[1] and investment advisers[2]) to $3.5 billion in Section 13(f) securities, up from the $100 million threshold that has been in effect since the Form 13F filing obligations were adopted in 1978.[3]
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FINRA Releases New Guidance on Retail Communications Concerning Private Placement Offerings07/16/2020
On July 1, 2020, the U.S. Financial Industry Regulatory Authority, Inc. (FINRA) issued Regulatory Notice 20-21 (the “Regulatory Notice”)[1], which provides guidance to broker-dealers on compliance with FINRA Rule 2210 (Communications with the Public) in the context of private placement offerings with respect to several issues identified by FINRA.[2]
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Financial Services Regulation Series — Re-opening and Extended Remote Work: Considerations for Banks and Broker-Dealers06/11/2020
Partners Gillian Emmet Moldowan (New York-Compensation, Governance & ERISA), Reena Agrawal Sahni (New York-Financial Institutions Advisory & Financial Regulatory), Russell Sacks (New York-Financial Institutions Advisory & Financial Regulatory), and associate Steven Blau (New York-Financial Institutions Advisory & Financial Regulatory) hosted a webinar discussion, “Re-Opening and Extended Remote Work: Considerations for Banks and Broker-Dealers."
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US Broker-Dealer Liquidity in the Time of Financial Crisis05/19/2020
As the financial markets react to the COVID-19 pandemic,[1] broker-dealers are increasingly looking for mechanisms to increase liquidity. Complicating matters is the fact that broker-dealers seeking liquidity must comply with regulatory capital obligations which differ from those under Generally Accepted Accounting Principles (GAAP). Most importantly for the purpose of this note, obligations to such lenders must be subordinated to the claims of creditors and customers in order for the borrowed funds to count toward a broker-dealer’s asset base for regulatory capital purposes. Broker-dealers may obtain liquidity by receiving these subordinated loans and notes collateralized by securities or by entering into repurchase agreements. U.S. Broker-dealers may also consider taking advantage of the numerous forms of relief offered by the Coronavirus Aid, Relief, and Economic Security Act (the CARES Act and the U.S. Federal Reserve Board (the Fed). Each of these options is considered in turn below.
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FINRA Amends Corporate Financing Rule04/08/2020