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More Regulatory Hoops: The U.K.’s Proposal to Ring-Fence Banks

October 13, 2014
Circular fence

Photo by Bev Norton on Flickr; some right reserved.

Last Monday, the Bank of England’s Prudential Regulation Authority published four proposals aimed at protecting customers if a deposit-taking bank or an insurer collapses. The Prudential Regulation Authority (“PRA”) is responsible for the prudential regulation and supervision of U.K. banks, building societies, credit unions, insurers and major investment firms.

The PRA’s proposals implement the U.K.’s 2013 Banking Reform Act, which requires U.K. regulators to implement rules to “ring-fence” core banking services in the U.K. from activities associated with trading and financial interconnectedness. Much like the U.S. Volcker Rule, the ring-fencing is meant to separate a bank’s retail banking operations from proprietary trading activities. The Banking Reform Act is also intended to ensure that ring-fenced banks, and groups containing ring-fenced banks, can be resolved in an orderly manner with minimal disruption to the provision of core services.

Under the Banking Reform Act, banks with core deposits greater than £25 billion will be required to ring-fence their core activities beginning on January 1, 2019. The PRA’s Consultation Paper (“CP”) 19/14, “The implementation of ring-fencing: consultation on legal structure, governance and the continuity of services and facilities,” sets forth the PRA’s proposed expectations. All banks that expect to be subject to ring-fencing requirements by 2019 must submit a preliminary plan of their anticipated legal and operating structures to the PRA by December 31, 2014.

The second consultation, CP20/14 “Depositor Protection,” would implement the European Deposit Guarantee Schemes Directive and proposes new rules that would allow customers to continuously access the deposits covered by the Financial Services Compensation Scheme (“FSCS”) if their deposit-taker fails. The proposal includes a mechanism to transfer accounts to another financial institution in the event of a deposit-taker’s failure or enable faster pay-out of compensation. The proposal also introduces additional FSCS coverage for deposits that are temporarily higher than the £85,000 compensation limit.

Additional elements of the Depositor Protection proposal include new disclosure requirements for firms to inform depositors about the compensation arrangements; the removal of the existing opt-out so that firms with fewer than 5,000 eligible accounts would no longer be able to opt out from electronic single customer view requirements; the requirement that firms create and maintain systems that can separate eligible covered and uncovered balances and place the uncovered balances into a separate account; and the requirement that firms prioritize accounts.

In the third proposal, CP21/14 “Policyholder Protection,” the PRA consults on changes to the insurance limits for FSCS compensation to increase protection for policyholders in the event of an insurer failing. The proposal would increase the limit to 100 percent coverage for annuities, pure protection, claims arising from death or incapacity, and professional indemnity insurance. The limits for all other types of insurance would remain unchanged. FSCS protection would also be provided post-transfer for policyholders who have outstanding protected claims against an insurer whose claims were covered by the FSCS before their policies transferred to a successor firm. In addition, the FSCS would receive flexibility in the way it seeks recoveries from failed insurers and third parties after paying out compensation, through new powers of automatic and electronic assignment and automatic subrogation of policyholders’ rights.

Lastly, the PRA published a discussion paper on operational continuity in resolution. The discussion paper presents the PRA’s preliminary views on the principles that firms’ operational arrangements must satisfy in order to facilitate recovery actions, resolution or post resolution restructuring of firms. The paper’s proposals are meant to help ensure deposit-takers make the appropriate changes to enable critical functions to operate effectively at all times, even if the deposit-taker fails.

Comments on any of the papers should be submitted on or before January 6, 2015.

Coming in October: SEDAR Filings!

September 30, 2014

On the heels of our July release of Private Placement Memoranda (featuring 144As and other exempt and unregistered offerings) comes our next major content addition to Knowledge Mosaic: SEDAR filings from Canada.  In just a few weeks, we’ll offer a complete, text searchable collection of SEDAR filings going back to 1997 (about 4 million documents)—all updated in real time.

Here are some highlights:

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  • Powerful advanced text search (Boolean and natural language syntax)
  • Filter by date, filing type, document type, filing company, and company attributes (industry, exchange, location, issuer size)
  • Post-search filters
  •  Keyword-in-Context highlighting
  • Batch-select documents to email, download, or store in document cart.
  • Export results to Excel or view as printable PDF

Supplementing a complete collection of SEC materials (including 68,000 No-Action Letters, ten times more than most of our competitors), a robust collection of private placement memoranda, releases from other federal regulators and SROs, and over 100,000 law firm memos, the addition of SEDAR filings is yet another example of our commitment to providing the broadest, most comprehensive set of primary materials out there for securities practitioners.

Three new video tutorials on Knowledge Mosaic

September 2, 2014
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Photo by Silvio Tanaka via Wikipedia Commons. Click image for attribution.

We’re in the process of updating our video tutorials on Knowledge Mosaic and have just posted three new ones.  You can access them via the links below.  You can also access check for newly added videos by clicking the Videos link from our fabulous new Resource Center.

The videos are just a few minutes each and are designed to give users a quick overview of specific search pages or search functionality, with attention to any new features.  Great for those Fall Associates — or to give yourself a refresher course.

LexisNexis Knowledge Mosaic Adds Private Placement Memoranda, Enhances User Interface

August 15, 2014

That’s the headline on the press release that hit the wire this morning.  Of course, if you follow blogmosaic (or if you use Knowledge Mosaic), you already knew all about our new PPMs database, No-Action Letters Advance Search, and friendlier navigation.  Today, the rest of the world catches up.  Read the press release here.

Our Private Placement Memoranda database can’t help you fix your broken lawn mower.

August 13, 2014
broken-lawn-mower

Photo from thejrexperiment.com. Some rights reserved.

Nor can it help you make a great martini, rule your fantasy football league, or improve your dental hygiene.

Still, the range of things you can do with it is vast.  Below are some (hypothetical) examples.

“I am looking for examples of 144A offerings that include an Exchange Offer.”

“I am looking for examples of PPMs in which there is an option for underwriters to purchase additional shares.”

“I want to see examples of issuers looking to raise money for crowdfunding portals through Regulation D offerings”

 “I want to see Risk Factors in PPMs that mention the volatility of floating rate notes based on LIBOR.”

“My client is a non-profit 501(c)(3) entity seeking to raise money for its efforts on the private market.  I would like to find private offerings by similar organizations.”

“I need examples of Reg D offerings by Texas-based companies looking to acquire mineral rights.”

“I’m looking for a PPM by a company in which Mark Cuban was a major investor.”

“I am looking for private offerings under Rule 144A in which companies are issuing debt securities in order to raise money to repay debts.”

If you’re a Knowledge Mosaic subscriber, access the PPMs search page here.

To learn more, contact us at KMSupport@lexisnexis.com

Major Release on Knowledge Mosaic coming Monday July 28

July 24, 2014

It’s official: on Monday, you’ll notice three exciting new things on the Knowledge Mosaic website:

  • A new search page of Private Placement Memoranda, including 144A documents.  Over hand-308597_64010,000 offering documents will be available when we release; we’ll have double that amount by the end of the year.
  • A new Advanced Search page on No-Action Letters.  Nearly 70,000 No-Action Letters going back over 40 years.
  • A new navigation bar.  Okay, maybe not quite so exciting.  But we think you’ll find the new navigation more user-friendly, with content easier to find and the bar itself easier to use.

If you’d like a detailed sneak preview of the new stuff, you can see a 12-minute tutorial video here.

SEC Adopts New Money Market Fund Rules

July 23, 2014

As anticipated, today the SEC adopted amendments to its money market mutual fund rules. Although the adopting release and text of the new rules has yet to be published, the SEC’s press release summarizing the new rules notes that the new rules will:

  • Require a floating net asset value (“NAV”) for institutional prime money market funds;
  • Provide non-government money market fund boards with the ability to impose fees and redemption gates to address possible investor runs;

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    Photo from pixabay.com. Some rights reserved.

  • Include enhanced diversification, disclosure and stress testing requirements, as well as updated reporting by money market funds and private funds that operate like money market funds;
  • Provide a two-year transition period.

Concurrent with the adoption of the new rules, the SEC proposed exemptions from certain confirmation requirements for transactions effected in shares of floating NAV money market funds. Additionally, the SEC re-proposed amendments to the Commission’s money market fund rules and Form N-MFP to address provisions that reference credit ratings. The re-proposed amendments would implement section 939A of the Dodd-Frank Act, which requires the Commission to review its rules that use credit ratings as an assessment of credit-worthiness, and replace those credit-rating references with other appropriate standards.

The rule amendments will be effective 60 days after their publication in the Federal Register, and the re-proposal will have a 60-day public comment period following its publication in the Federal Register.

To address the tax reporting and compliance issues which may result from the SEC’s floating NAV requirement, the Treasury Department issued proposed new guidance that would allow money market fund investors to use a simplified tax accounting method for determining gains and losses, which will eliminate the need to track individual purchase and sale transactions for tax reporting purposes. It has also released a new revenue procedure that provides relief from the “wash sale” rules for any losses on shares of a floating NAV money market fund. Although the Treasury Department guidance is proposed and not final, shareholders in floating NAV money market funds can rely on these proposed regulations and may begin using the simplified method.  Read the Treasury Department Press Release.

 

 

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