Getting around the Franken Amendment If the SEC has not found an alternative within two years, it will have to create a board to assign CRAs to the financial instruments they rate
CRA Board could create moral hazard US regulators must decide if a Board to assign credit rating agencies to instrument would assign moral hazard to the government
Nordic covered bond first exploits US regulatory gap There’s still no regime for covered bonds from US issuers. Instead, Nordic banks are tapping the market with debut 144A sales
Korea’s legal regime discourages foreign investment Korea’s legal regime still retains some primitive aspects that could put off foreign investors
Korean exchange should merge to stay relevant KRX should consider acquisitions similar to the Singapore-Australia exchange tie-up to stay relevant
Credit rating agencies disregard 17g-5 US rating agencies aren’t using the SEC mandated information-sharing websites due to concerns about cost and liability
Chong Hing’s switch capital deal is investor-friendly Lawyers working on Asia’s first switch capital deal have downplayed investors’ concern that the offshore US dollar bond’s regulatory switch feature will create uncertainties in their portfolios
Keynote speaker announced for Asia forum Romnesh Lamba of the Hong Kong Stock Exchange has been confirmed as a keynote speaker for the IFLR Asia Capital Markets Forum
Dodd defends Tarp to broker-dealers Dodd told attendees at the annual Sifma conference they didn't appreciate what it took to get Tarp through Congress
France challenges Pfandbriefe with new covered bond The new French banking act includes a framework for a novel type of covered bond
Why new French covered bond will succeed Though some have raised doubts about an instrument that relies on private residential loans, many expect the new structure to be successful
Germany expected to abandon retention rules The German government has pushed back gold-plated securitisation rules until 2015, but lawyers say they’re unlikely to ever be implemented
US whistleblower provisions could undermine compliance Whistleblower incentives in Dodd-Frank Act must be implemented sensitively. They could undermine internal programs that field reports of misconduct
CFTC, CME square off on position limit Attempts by the CFTC to impose mandatory position limits on metals and energy futures have been met with hostility
HK expects single market practice for offshore renminbi A single market practice for the renminbi market in Hong Kong is likely to be agreed upon over the next two months
HKEx to pilot secondary listings exemptions The Hong Kong Stock Exchange and Securities and Futures Commission are piloting an exemption scheme for secondary listings
HK bankers must ‘own’ their disclosure Bankers in Hong Kong should be closer to their prospectuses, and take more ownership of their disclosure as sponsors
PN 21 must not become mere checklist Lawyers in Hong Kong are worried that Practice Note 21 is becoming a mere checklist, with sponsoring banks relying on it too heavily
China pushes back on underwriters Chinese banks have begun to demand more from their underwriters when listing in Hong Kong
Investors misjudge sukuk default rights A surprising number of investors misunderstand shariah structures, leading to some unwelcome surprises in default scenarios
Islamic regulation must harmonise to grow Investor appetite is strong, but banks need regulatory support and coordination to encourage them to launch shariah-compliant programmes
HK banks call for block trading rules Hong Kong regulators should switch their focus from IPOs to block trades, particularly those which follow transformative corporate events
Offshore Rmb needs clearer guidelines A lack of written regulatory standards from the People’s Bank of China and other regulators is the biggest challenge to developing the offshore market
HK accountants must take more responsibility Bankers' counsel a believe a more even share of responsibility amongst the financial sector’s lawyers, bankers and accountants is needed
SFC to approve structured offshore renminbi products The SFC is set to authorise the selling of structured offshore renminbi products in the next few months
HKEx pushes disclosure based regime The Hong Kong Stock Exchange plans to move to a more disclosure-based regime to encourage mining companies to list
HKEx not threatened by Asian exchange mergers The Hong Kong Stock Exchange will not be threatened by emergent exchanges in Asia
Indian regulators are exercising ‘regulatory terrorism’ Lawyers in Hong Kong have accused Indian regulators of operating a process of regulatory terrorism over negligent firms
Key quotes from Asia Capital Markets Forum From new listing policies and plans to allow structured offshore products to defending HKEx's dominance, here are the best quotes from the event
CFTC lowers ceiling on manipulation The Commodities Futures Trading Commission has expanded its definition of scienter (wilful wrongdoing) in its recent anti-manipulation regulation, meaning “recklessness” could now be regarded as intentional fraud
Investors must put a price on senior secured transparency Investors wanting more transparency on European senior secured notes need to work together and put a price on the information
What happens in a senior secured default While senior secured note sales are on the rise, so are questions from bank counsel about the enforcement mechanics in the event of a default
How the European market has evolved When senior secured bonds came over to Europe from the US in the late 1990s they were structurally subordinated
Asbo: new innovation in acquisition finance An innovative acquisition financing structure means purchasers no longer need to rely on limited short-term bank funding. It also helps the lending banks avoid refinancing risk
Privacy laws could hinder Dodd-Frank whistleblower provisions Privacy laws outside the US could obstruct the SEC's efforts to let companies self-report fraud
Overheating likely if Indonesia goes investment-grade Overheating in Indonesia’s markets is likely if the country receives the much-anticipated investment-grade debt rating next year
Indonesia must improve legal system to stay competitive Indonesia’s law enforcement and judiciary must meet international business standards to remain competitive
Lawyers must lobby for high-yield reform Lawyers in Singapore have urged the industry to lobby Indonesian regulators for changes to legislation governing high-yield deals
The best quotes from the day Local private practice and in-house lawyers sound off on the biggest challenges facing the country
Indonesian companies are ignoring Law 24 Despite banks' worries over Indonesia’s Law 24, many local companies are ignoring the legislation and not translating documents into Bahasa
How Asbo changes landscape for lending banks If the accelerated structured bond offering proves popular, traditional lending banks will need to restructure to provide it
Swiss Prips paper proves regulatory convergence Finma‘s move to improve investor protection on structured products is an unusual one that proves regulatory convergence is increasing across Europe
How Dodd-Frank and AIFM will rein in private equity The AIFM Directive and Dodd-Frank Act will place a significant regulatory burden on fund managers. Alan Greenough, Jeff Hurlburt and Nicholas Holman from Hogan Lovells explain what you need to know
China’s MOF bond is vote of confidence in HK China’s first sovereign bond in HK is a vote of confidence in the city, but more transparency would encourage a repeat
EU and US derivatives standards must align While the EU and US have taken similar approaches to derivatives regulation, their technicial standards must align to avoid arbitrage
How investors can avoid AIFM costs The AIFM directive forces extra costs on investors that don't want protecting. But there are ways to minimise the cost of regulation
SEC gives shareholder guidance on post-IPO rules The SEC has provided welcome direction on post-IPO stockholder arrangements
Profile: StanChart's senior in-house in HK Standard Chartered's Bill Wang on listing in India and earning client respect
Derivatives rules must be proportionate Trading requirements for OTC derivatives must recognise bespoke products, and not force non-standard instruments onto exchanges
New trading definition will force broker transparency New trading facility definitions could mean that any brokers offering an electronic platform will face increased transparency requirements and internal controls
Mifid timetable is “ambitious and unrealistic” The EC's goal to have final proposals in place by May 2011 is overambitious considering the depth of work required, say lawyers
New exchange moves LatAm towards complex products Exchanges in Chile, Colombia and Peru have taken the first step toward a unified platform that could eventually trade sophisticated financial instruments
Major swap participant definition lays fears to rest Clarification from the US on how major swap participants will be defined has calmed fears that managers could be caught. It’s also cleared up netting concerns
In-house reveal concerns about EU derivatives plans In-house counsel are concerned about the top-down approach that the Esma could apply to the clearing of OTC derivatives
Client classification proves Mifid’s macro goals Subtle changes to Mifid rules on client classification prove the EC is taking a clear stance on regulation, and isn’t afraid to go beyond technical recommendations
Europe: sovereign debt, investor transparency, EU directives More disclosure on sovereign debt; the direction of EU directives; the cost of regulation; and how junior creditors will influence restructuring
Asia: local relisting, renminbi bonds, Indonesia overheating How local relisting will drive privatisations; developments in offshore renminbi; and why Indonesia is in danger of overheating
Americas: covered bonds, Volcker, muni bonds Covered bonds need legislating; Volcker will be clarified; and reorganising municipal debt through Chapter 9
A look at the year ahead IFLR presents a look ahead at 2011, identifying the key trends and reforms that practitioners will need to watch out for over the next 12 months
Heading off the competition Private practice and in-house counsel met at IFLR’s inaugural Indonesia Forum to discuss the legal issues the country needs to tackle to stay competitive
Out of sync The US and EU reforms do little to promote the international cooperation touted by G20 leaders
Perspectives on Basel III As the dust settles following the G20 summit in Seoul, the impact of the reforms can now be fully analysed
Beware the brown envelope The Act will make it easier for regulators to score convictions against British businesses abroad. Companies need to act now to avoid future penalties
A change of direction International cooperation and the information technology sector are high on the EU regulatory agenda. Businesses must keep an eye on compliance or pay the price
A step in the right direction The proposed amendments to the Directive should benefit issuers of debt securities and investors
France at the forefront New French banking regulation shows how the Group of 20’s new chair is setting an example for the rest of Europe
A rising tide The top stories from the Asia Capital Markets Forum in Hong Kong, including block trading regulation and China’s demanding banks
Handle renminbi with care Structured offshore renminbi products and are on their way, but clearer guidelines are needed
Taking China private Buyouts of US-listed Chinese companies are on the rise. Here’s how to avoid the legal pitfalls
Did LVMH violate securities regulations? The company’s use of cash-settled equity swaps to build its stake in Hermès raises questions about whether it contravened regulations or exploited loopholes to avoid disclosure
MBPS: first Middle East high yield explained The first high yield deal in the Middle East has been structured with few carve outs and no intercreditor agreement
Turkish high yield first avoids LPN burden The first Turkish direct high-yield offering has closed, avoiding the administrative burdens of the customary LPN structure
Non-recourse lands in Nicaragua The first non-recourse financed project in Nicaragua has closed after months of government meetings to negotiate crucial lender protections
High Speed 1: coping with concession and utility The consortium of pension funds running the Channel Tunnel Rail Link must contend with both concessionary and utility agreements – a rarity in projects work
How western Europe’s M&A structures looked in 2010 2010 has seen more cautious structures emerge in western European M&A. The need for certainty is being reflected in agreements
Project bonds not limited to refinancings Latin America’s project bond market has been reopened by Odebrecht Oil & Gas’s (OOG) $1.5 billion issue
Landmark Slovenian sale tackles creditor controls Stapled insurance and pre-completion price adjustments have helped close the first significant cross-border deal within the former Yugoslavia
New German bonds question second-lien The latest high-yield issue under the German Bond Act adopts a structure that calls into question the preference for second-lien over unsecured debt
Pre-sale spinout to ease antitrust hurdles The merger of the US’s dominant electronic payment businesses contemplates a pre-sale divesture to ease antitrust concerns
How China high-yield structures are standardizing The need to accommodate JV structures and limit debt at subsidiary level in Chinese high yield has led to a fast development of covenant packages
