In its March 2021 Regulatory Notice 21-10, FINRA announced that it has updated the form that FINRA members use to file offering documents and related information regarding their participation in private placements. See FINRA...more
On November 13, 2020, the SEC announced that it had settled actions against several investment advisory firms and firms dually-registered as broker-dealers and investment advisers. These actions relate to unsuitable sales of...more
In October 2020, the Financial Industry Regulatory Authority (FINRA) proposed a rule amendment that would expand its filing requirements relating to private placements. Under the proposal, FINRA would amend its Rules 5122...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
In September 2020, the U.S. Securities and Exchange Commission (SEC) attempted to clarify the extent to which a special purpose acquisition company (SPAC) can use the short-form Form S-3 to register securities after...more
In this issue of Structured Thoughts, we discuss:
..European Commission consultation on EU benchmark regulation
..FINRA: Suitability and sales practices remain an issue
..SEC charges Switzerland-based dealer for selling...more
In this issue of Structured Thoughts, we discuss:
..The SEC’s newly released margin rules for security-based swap dealers.
..U.K.’s Financial Conduct Authority consultation on its proposal to ban the sale, marketing, and...more
In this issue of Structured Thoughts, we discuss:
..New Regulation Best Interest, and its impact on the structured products market.
..The SEC’ June 2019 request for comment on simplifying, harmonizing and improving the...more
FINRA’S PROPOSED AMENDMENTS TO THE CORPORATE FINANCING RULE – IMPACT ON STRUCTURED NOTE OFFERINGS -
On April 11, 2019, FINRA filed with the SEC a diverse set of proposed revisions to Rule 5110, its Corporate Financing...more
SEC FINES BROKER-DEALER FOR UNSUITABLE SALES OF LEVERAGED ETNS -
In September 2018, the SEC fined a New York-based broker-dealer in connection with unsuitable sales of leveraged ETNs linked to the price of crude oil....more
UK FINANCIAL CONDUCT AUTHORITY CALLS FOR INPUT ON PRIIPS -
On July 26, 2018, the Financial Conduct Authority (FCA) of the United Kingdom issued a Call for Input in relation to the Packaged Retail and Insurance-based...more
SEC FINES BROKER-DEALER FOR EARLY RESALES OF STRUCTURED NOTES -
On June 25, 2018, the SEC announced that a broker-dealer settled charges relating to inappropriate resales of structured notes. The SEC determined that the...more
In the third release comprising part of the package of proposed rules and forms related to broker-dealers’ and investment advisers’ standards of conduct, the Securities and Exchange Commission (the SEC or the “Commission”)...more
According to the Securities and Exchange Commission (SEC or “Commission”), its April 18, 2018 release proposing an interpretation of the standard of conduct for investment advisers (“Adviser Conduct Release”) is intended to...more
Background -
For many years, the distinction between investment advisers and broker-dealers was clear: investment advisers were counselors who were expected to provide advice that was in the best interest of their clients,...more
On April 20, 2018, FINRA issued proposed amendments to Rule 2111’s “quantitative suitability” provisions. According to FINRA, the proposal is designed to more effectively counter the problem of “churning,” or excessive...more
FINAL CANADIAN BAIL-IN RULES: IMPACT ON STRUCTURED NOTES OFFERED IN THE UNITED STATES -
In March 2018, the Canadian government released its final regulations relating to “bail-in instruments” issued by Canadian...more
4/17/2018
/ Bail-In Provisions ,
Canada ,
Cryptocurrency ,
Deadlines ,
Dividends ,
European Securities and Markets Authority (ESMA) ,
False Claims Act (FCA) ,
Financial Industry Regulatory Authority (FINRA) ,
Investors ,
IRS ,
Securities and Exchange Commission (SEC) ,
Structured Financial Products ,
Withholding Requirements
FINRA 2018 EXAM PRIORITIES: SUITABILITY AND COMPLEX PRODUCTS REMAIN FRONT AND CENTER -
In January 2018, FINRA released its annual examination priorities letter.1 The letter addresses a variety of areas that are important...more
Until recently, broker-dealers operating in the United States weren’t subject to a fiduciary standard when dealing with their retail clients.
The passage of the Dodd-Frank Act in 2010 included a provision enabling the...more
The Short Field Guide to IPOs -
For many years, most successful companies followed a relatively predictable capital-raising path. A lot has changed. The companies that tend to pursue IPOs in recent years are more mature,...more
Sales of VIX-Linked ETPs – Back to Basics for FINRA -
FINRA used a misselling case to remind member firms of certain fundamentals, including the importance of implementing a new product approval process, reasonable...more
Treasury Report, Part II: Regulation of the Capital Markets -
The U.S. Department of the Treasury (“Treasury Department” or “Treasury”) issued its second report (of four reports), titled “A Financial System that Creates...more
On September 26, 2017, SEC Chairman Jay Clayton delivered to the U.S. Senate Committee on Banking, Housing and Urban Affairs his first testimony as Chairman. ...more
SEC Permits Draft Registration Statements for All Initial Public Offerings and Direct Listings -
On June 29, 2017, the Securities and Exchange Commission (SEC) announced that the Division of Corporation Finance will permit...more
More on the IPO Market from the SEC Investor Advisory Committee -
The SEC Investor Advisory Committee devoted its June 22, 2017, session to a discussion of the decline in the number of U.S. IPOs. Chair Clayton addressed...more
7/6/2017
/ Audits ,
Capital Markets ,
Financial CHOICE Act ,
Financial Reporting ,
Initial Public Offering (IPO) ,
Investor Advisory Committee ,
Israel ,
Nasdaq ,
NYSE ,
PCAOB ,
SEC Advisory Committee ,
Securities and Exchange Commission (SEC) ,
Shareholders ,
U.S. Treasury