The European Securities and Markets Authority (ESMA) has announced regulatory forbearance for banks and investment firms subject to the upcoming reporting obligation under the Securities Financing Transaction Regulation...more
European Securities and Markets Authority Takes Steps to Improve Transparency in Light of Disruption to EU Financial Markets Arising from COVID-19 Pandemic -
Effective 16 March 2020, all holders of net short positions in...more
This is the first edition of U.K. Business Crime Review— an annual publication focused on the outcomes, trends and developments over the past 12 months that are likely to be of interest to businesses operating in the United...more
EU DEVELOPMENTS -
Corporate and Capital Markets -
Institutional Investment: ESMA Report on Undue Short-Term Pressure on Corporations (Corporate Aspects) -
On 18 December 2019, the European Securities and Markets...more
1/22/2020
/ Corporate Governance ,
Environmental Social & Governance (ESG) ,
EU ,
European Commission ,
European Securities and Markets Authority (ESMA) ,
Financial Conduct Authority (FCA) ,
Financial Reporting ,
Foreign Corrupt Practices Act (FCPA) ,
Prospectus ,
Proxy Voting Guidelines ,
Securities and Exchange Commission (SEC) ,
UK ,
Venture Capital
The U.K. House of Commons has approved the Withdrawal Agreement. Assuming this is ratified by the EU, and Royal Assent is achieved in time, the U.K. will leave the EU on January 31, 2020, entering into a “transition” or...more
1/15/2020
/ Cross-Border Transactions ,
Data Protection ,
EU ,
EU Action Plans ,
European Commission ,
Federal Agency Taskforce ,
Financial Markets ,
Financial Services Industry ,
Framework Agreement ,
UK ,
UK Brexit
FOURTH QUARTER 2019 -
- Congress closes the year by passing new sanctions against China over human rights concerns, while OFAC clarifies the scope of recent actions against Chinese shipping companies.
- In the wake of...more
1/15/2020
/ AML/CFT ,
China ,
Compliance ,
Department of Justice (DOJ) ,
Enforcement Actions ,
Export Controls ,
Exxon Mobil ,
Human Rights ,
Iran ,
Iran Sanctions ,
New Guidance ,
Office of Foreign Assets Control (OFAC) ,
Oil & Gas ,
Sanctions ,
Voluntary Disclosure
U.K. revisions to its anti-money laundering and counter terrorist financing regime come into force on 10 January 2020.
The U.K.’s revisions implement the European Union’s Fifth Anti-Money Laundering Directive, commonly...more
1/10/2020
/ AML/CFT ,
Anti-Money Laundering ,
Cryptoassets ,
FATF ,
Financial Action Task Force ,
Financial Conduct Authority (FCA) ,
HM Treasury ,
Private Sector ,
Risk Assessment ,
UK ,
Virtual Currency
This quarter, the U.S. acted pursuant to statute to punish Russia for its alleged role in the chemical weapons attack on Sergei Skipal and targeted a handful of individuals and entities for certain other malign activities....more
10/21/2019
/ AML/CFT ,
Anti-Corruption ,
CAATSA ,
Criminal Conspiracy ,
Economic Sanctions ,
Enforcement Actions ,
Executive Orders ,
Export Controls ,
Exports ,
Office of Foreign Assets Control (OFAC) ,
Oil & Gas ,
Trump Administration
Below is a summary of the main developments in US and EU corporate governance and securities law and certain financial markets regulation developments since our last update in July 2019.
...more
10/18/2019
/ AML/CFT ,
Corporate Issuers ,
EU ,
European Commission ,
European Securities and Markets Authority (ESMA) ,
Financial Regulatory Reform ,
Global Marketplace ,
Member State ,
Publicly-Traded Companies ,
Regulatory Oversight ,
Regulatory Requirements ,
Securities and Exchange Commission (SEC) ,
Securities Regulation ,
Securities Transactions
Yesterday, the EU and U.K. in principle agreed new terms for the withdrawal agreement giving effect to the U.K.’s exit from the European Union. These include a revised political declaration and protocol concerning Northern...more
10/18/2019
/ Bilateral Agreements ,
EU ,
European Court of Justice (ECJ) ,
Exports ,
Financial Institutions ,
Financial Services Industry ,
New Regulations ,
Northern Ireland ,
UK ,
UK Brexit ,
Value-Added Tax (VAT) ,
Withdrawal Agreement
Cabinet resolution number 31 of 2019 concerning economic substance requirements was recently published on the Ministry of Finance website. The issuance of this resolution requires companies operating a ‘relevant activity’ in...more
9/25/2019
/ Abu Dhabi Global Markets (ADGM) ,
DIFC ,
Economic Substance Doctrine ,
EU ,
Foreign Corporations ,
Foreign Investment ,
Holding Companies ,
International Tax Issues ,
New Regulations ,
Offshore Companies ,
Private Trust Companies
SECOND QUARTER 2019 –
- US extends sanctions to encompass Iranian metals industries and other targets; Iran announces breach of nuclear accord after EU is unable to offset economic impact of renewed US sanctions.
-...more
Below is a summary of the main developments in US and EU corporate governance and securities law and certain financial markets regulation developments since our last update in April 2019.
...more
The expanded Senior Managers and Certification Regime (SM&CR), which comes into force on December 9, 2019, extends the framework regulating individuals charged with running certain financial institutions. The Banking SM&CR,...more
7/9/2019
/ Alternative Investment Fund Managers Directive (AIFMD) ,
Asset Management ,
Banking Sector ,
Brokers ,
Financial Conduct Authority (FCA) ,
Financial Regulatory Reform ,
Financial Services Industry ,
FSMA ,
Investment Adviser ,
Senior Management Regime (SMR) ,
Senior Managers ,
SMCR ,
UK
U.S. DEVELOPMENTS -
SEC and NYSE/Nasdaq Developments -
SEC Proposes to Expand “Testing the Waters” Exemption to Permit Pre-Offering Communications -
On 19 February 2019, the Securities and Exchange Commission...more
6/24/2019
/ Climate Change ,
Commission Delegated Regulation ,
Corporate Governance ,
Department of Justice (DOJ) ,
Disclosure Requirements ,
Dodd-Frank ,
EU ,
European Commission ,
European Securities and Markets Authority (ESMA) ,
Foreign Corrupt Practices Act (FCPA) ,
Green Bonds ,
Greenhouse Gas Emissions ,
IOSCO ,
Publicly-Traded Companies ,
Regulation S-K ,
Securities and Exchange Commission (SEC) ,
Securities Litigation ,
UK ,
UK Brexit
In this quarter, OFAC lifted sanctions on Rusal and other companies following divestment by Oleg Deripaska. Meanwhile, as Venezuela descends into economic and political crisis, the US targeted PdVSA and others to hasten...more
5/10/2019
/ Counter-Terrorist ,
Cuba ,
Economic Sanctions ,
Enforcement Actions ,
Foreign Policy ,
Helms-Burton Act ,
Iran ,
North Korea ,
Office of Foreign Assets Control (OFAC) ,
Russia ,
SDN List ,
Trade Relations ,
Trump Administration ,
Venezuela
In this newsletter, we provide a snapshot of the principal European, US and selected international governance and securities law developments of interest to European corporates.
...more
4/25/2019
/ BEIS ,
Corporate Governance ,
Enforcement Actions ,
EU ,
EU Benchmark Regulation ,
European Securities and Markets Authority (ESMA) ,
Italy ,
Nasdaq ,
Securities and Exchange Commission (SEC) ,
Securities Litigation ,
UK
The EU proposals to amend technical aspects of the European Market Infrastructure Regulation (EMIR), known colloquially as ‘EMIR 2.1’ or ‘EMIR Refit’, have been politically agreed. The final text is likely to be published in...more
4/3/2019
/ Alternative Investment Fund Managers Directive (AIFMD) ,
Alternative Investment Funds ,
Amended Regulation ,
Counterparties ,
EMIR ,
EU ,
European Securities and Markets Authority (ESMA) ,
ISDA ,
No-Deal Brexit ,
Third Country Entities (TCEs) ,
Transitional Arrangements ,
UK Brexit
Non-EU banking groups (“non-EU groups”) with large EU operations will be required to establish an EU intermediate parent undertaking (“IPU”) according to the final changes to the Capital Requirements Directive (“CRD 5”)...more
3/26/2019
/ Banking Sector ,
Broker-Dealer ,
Capital Requirements ,
EU ,
FDIC ,
Foreign Banks ,
Intermediate Holding Company (IHCs) ,
Investment Firms ,
New Legislation ,
Third Country Entities (TCEs) ,
UK ,
UK Brexit
UK Post-Brexit EU Financial Services Legislation -
Shearman & Sterling today announces its publication in its Brexit Resource Center website of the U.K. post-Brexit versions of several key pieces of EU legislation and...more
This client memorandum concerns a highly technical point of considerable practical importance. It challenges aspects of the received wisdom that, for post-Brexit cross-border investment business conducted from the U.K. into...more
In this newsletter, we provide a snapshot of the principal Asian, U.S., European and selected international governance and securities law developments of interest to Asian corporates and financial institutions.
...more
2/14/2019
/ Accounting Controls ,
Annual Reports ,
Audits ,
Capital Markets Union ,
Climate Change ,
Cooperation ,
Corporate Governance ,
Enforcement Actions ,
EU ,
European Commission ,
Foreign Corrupt Practices Act (FCPA) ,
GAAP ,
Hong Kong ,
Private Placements ,
Proxy Season ,
UK ,
UK Brexit
In this newsletter, we provide a snapshot of the principal European, US and selected international governance and securities law developments of interest to European corporates.
...more
1/24/2019
/ CONSOB ,
Corporate Governance ,
Cyber Threats ,
Cybersecurity ,
EU ,
EU Market Abuse Regulation (EU MAR) ,
Executive Compensation ,
Glass Lewis ,
Hong Kong ,
Italy ,
Proxy Season ,
Proxy Statements ,
Publicly-Traded Companies ,
Securities and Exchange Commission (SEC) ,
Securities Litigation ,
Shareholder Activism ,
Smaller Reporting Companies ,
UK ,
UK Brexit
Closing out 2018, OFAC announced its plan to lift sanctions against United Co. Rusal and others, despite bi-partisan opposition from Congress. Simultaneously, OFAC continued to target Russia’s defense and intelligence sectors...more
1/23/2019
/ Counter-Terrorist ,
Drug Trafficking ,
Economic Sanctions ,
Foreign Financial Institutions (FFI) ,
Foreign Policy ,
General Licenses ,
Iran Sanctions ,
Joint Comprehensive Plan of Action (JCPOA) ,
Magnitsky Act ,
North Korea ,
Office of Foreign Assets Control (OFAC) ,
Russia ,
SDN List ,
Trafficking ,
Trump Administration ,
Venezuela
On 10 December 2018, the Court of Justice of the European Union (“CJEU”) issued a judgment, ruling that a Member State can unilaterally revoke its notice to leave the European Union under Article 50 of the Treaty on European...more