Reviving the U.S. IPO Market -
A recent study based on work undertaken by the University of Florida found that the median age of companies going public in the United States in 1999 was 5 years. Between 20042016, the...more
6/2/2017
/ Dividends ,
Financial Industry Regulatory Authority (FINRA) ,
Initial Public Offering (IPO) ,
Life Sciences ,
NYSE ,
Private Placements ,
Rule 2210 ,
Securities and Exchange Commission (SEC) ,
Social Media ,
Tax Reform ,
Trump Administration
In May 2017, in Regulatory Notice 17-19, FINRA announced the SEC approval of a variety of its proposed rule amendments relating to the upcoming move of the U.S. securities markets to the T+2 settlement cycle....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
5/1/2017
/ Broker-Dealer ,
Corporate Financing ,
Disclosure Requirements ,
Filing Requirements ,
Financial Industry Regulatory Authority (FINRA) ,
Financial Institutions ,
Hedging ,
Hotlines ,
Investors ,
Proposed Amendments ,
Structured Financial Products ,
Underwriting
On April 21, 2017, FINRA issued a press release marking the second anniversary of its Securities Helpline for Seniors. ...more
In April 2017, FINRA announced that it had revised its sanction guidelines for violations of its rules. The new revisions, among other things...more
On April 12, 2017, FINRA released three regulatory notices for comment that propose amendments to various FINRA rules affecting capital formation. In connection with its release of the notices, FINRA President and CEO Robert...more
SEC Rolls Out “POSITIER” -
The SEC’s Office of the Investor Advocate used a recent March 9, 2017 open meeting and related “Evidence Summit” to announce its new investor research initiative, “POSITIER.”1 This new acronym...more
4/14/2017
/ Banking Sector ,
Banks ,
Canada ,
EU ,
European Commission ,
Financial Industry Regulatory Authority (FINRA) ,
Hyperlink ,
MiFID II ,
Packaged Retail And Insurance-Based Investment Products (PRIIPS) ,
RTS ,
Securities and Exchange Commission (SEC) ,
Securities Settlement Cycles ,
XBRL Filing Requirements
In our capacity as advisers to financial institutions, we carefully monitor FINRA’s rulemaking and enforcement activities with a view to thinking about how these affect market participants and their activities. FINRA’s March...more
In these uncertain times, the predictability and regularity of the annual priorities letters from FINRA and the Securities and Exchange Commission’s (SEC) Office of Compliance Inspections and Examinations (OCIE) is...more
2/23/2017
/ Anti-Money Laundering ,
Broker-Dealer ,
Cybersecurity ,
ETFs ,
Examination Priorities ,
Financial Industry Regulatory Authority (FINRA) ,
Investment Adviser ,
OCIE ,
Retail Investors ,
Securities and Exchange Commission (SEC) ,
Securities Transactions
Identifying Conflicts of Interest in Structured Products Offerings -
With FINRA and other regulators focused on conflicts of interest in the broker-dealer industry, market participants are working diligently to identify...more
2/23/2017
/ Advertising ,
Broker-Dealer ,
Conflicts of Interest ,
EFTs ,
Financial Industry Regulatory Authority (FINRA) ,
Investment Adviser ,
Marketing ,
Proposed Amendments ,
Rule 2210 ,
Securities and Exchange Commission (SEC) ,
Structured Financial Products
REGULATION -
DOL Issues Additional Guidance on Fiduciary Rule -
On January 13, 2017, the U.S. Department of Labor (“DOL”) issued a second set of guidance on its new fiduciary rules, which are scheduled to become...more
2/2/2017
/ Attorney-Client Privilege ,
Broker-Dealer ,
Brokers ,
Capital Acquisition Broker (CAB) ,
Conflicts of Interest ,
Cross-Selling ,
Department of Labor (DOL) ,
Examination Priorities ,
Exploitation ,
Fiduciary Rule ,
Financial Industry Regulatory Authority (FINRA) ,
Investment Adviser ,
Liquidity Risk Management Rule ,
Mutual Funds ,
OCIE ,
Pay-To-Play ,
Sales Load Variations ,
Section 36(b) ,
Securities and Exchange Commission (SEC) ,
Swing Pricing ,
Trustees
U.S. Court of Appeals Upholds SEC’s Backtesting Finding -
In a 2016 case before the U.S. Court of Appeals for the D.C. Circuit, a former investment adviser lost a petition to review and vacate the decision of an SEC...more
Introduction -
Consistent with prior practice, with the arrival of the new year, FINRA has published its key examination priorities.
As in prior years, the letter covers a broad array of topics. This year’s topics...more
Final TLAC Rules and Structured Products -
On December 15, 2016, the Board of Governors of the Federal Reserve System (the “Federal Reserve”) issued its final rules regarding long-term debt and total loss absorbing...more
12/27/2016
/ Depository Institutions ,
EU ,
EU Benchmark Regulation ,
Fiduciary Rule ,
Financial Industry Regulatory Authority (FINRA) ,
Foreign Banks ,
Global Systemically Important Banks (G-SIBs) ,
Holding Companies ,
IRS ,
MiFID II ,
Packaged Retail And Insurance-Based Investment Products (PRIIPS) ,
Popular ,
Regulatory Agenda ,
Section 871(m) ,
Structured Financial Products ,
TLAC ,
UK ,
UK Brexit
On December 13, 2016, the FINRA Investor Education Foundation published Investors in the United States 2016 (the “Report”), which includes the results of its investor survey of 2,000 individuals from across the United States...more
FDIC Adopts New Recordkeeping Requirements for Large Banks – Modifies Original Proposal as to Brokered CDs -
In November 2016, the FDIC approved a final rule establishing recordkeeping requirements for insured...more
12/13/2016
/ Banks ,
Big Data ,
Department of Labor (DOL) ,
EU ,
FDIC ,
Fiduciary Rule ,
Financial Industry Regulatory Authority (FINRA) ,
Fixed Income Investments ,
IRS ,
MREL ,
Recordkeeping Requirements ,
Securities and Exchange Commission (SEC)
A recent enforcement action by FINRA underscores the regulator’s continuing concern regarding how financial advisers are paid to sell investment products. In a case announced on November 28, 2016, a member firm settled...more
Structured Products Legal and Regulatory Conference: November 2016 -
In November 2016, Morrison & Foerster LLP sponsored Risk magazine’s annual structured products legal and regulatory conference in Washington, D.C. ...more
In response to recent highly-publicized scrutiny of bank cross-selling practices, FINRA announced in October 2016 that it is conducting a sweep of broker-dealers to determine the extent to which they are...more
In October 2016, FINRA filed with the SEC proposed rules designed to help brokers protect seniors and other vulnerable adults from financial exploitation. The proposal would amend existing customer account information rules...more
FINRA Revises its Proposed Amendments to Rule 2210 -
In our recent Client Alert, we wrote about the Financial Industry Regulatory Authority, Inc.’s proposed changes to Rule 2210, Communications with the Public. One of...more
Updating Unregistered Structured Note Programs: How Frequently? -
For some types of securities offering programs, we have “black letter law” that instructs issuers how frequently the program documentation should be...more
9/15/2016
/ BaFin ,
Bank Holding Company ,
Brokerage Accounts ,
Cease and Desist Orders ,
Duty to Update ,
Federal Reserve ,
Financial Industry Regulatory Authority (FINRA) ,
Financial Institutions ,
Fixed Income Investments ,
Germany ,
Income Tax Act ,
Private Funds ,
Securities and Exchange Commission (SEC) ,
Subsidiaries ,
TLAC ,
TRACE
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
8/13/2016
/ Administrative Proceedings ,
Broker-Dealer ,
Department of Labor (DOL) ,
Disclosure Requirements ,
Distributors ,
Employee Retirement Income Security Act (ERISA) ,
ETFs ,
EU ,
Fiduciary Duty ,
Financial Industry Regulatory Authority (FINRA) ,
Financial Markets ,
Fraud ,
Manufacturers ,
Negligence Standard ,
Referendums ,
Required Communications ,
Securities and Exchange Commission (SEC) ,
Structured Financial Products ,
UK ,
UK Brexit
In July 2016, FINRA’s Investor Education Foundation released the findings from its National Financial Capability Study.
The study suggests that, while in some ways Americans have increased their financial literacy, too...more
Financing Subsidiaries and SEC Registration -
As readers of this publication know, in order to address the expected new U.S. regulatory capital requirements, a number of U.S. bank holding companies have been creating new...more
7/7/2016
/ Bonds ,
Complex Financial Products ,
EU ,
Federal Reserve ,
Financial Industry Regulatory Authority (FINRA) ,
Financial Services Industry ,
Financing ,
Global Systemically Important Financial Institutions (GSIFI) ,
Investor Advisory Committee ,
Investors ,
ISDA ,
Securities ,
Securities and Exchange Commission (SEC) ,
Structured Financial Products ,
Subsidiaries ,
UK ,
UK Brexit