Belgium – BFSMA Takeover Bids, MAR FAQs

On 15 January, BFSMA issued FAQs on takeover bids under MAR.

  • On disclosure of takeover bid, and specific market abuse rules that apply to offerors.
  • Press release information, notifications, inside information disclosure, stake-building.

Argentina – ACNV Stock Lending, Short Sale

On 15 January, ACNV authorized use of stock lending and short sales.

  • After process of public consultation where received suggestions and modifications.
  • Through RG 720 extended scope of the operations of lending negotiable securities.

Short Sales

  • Allowing use for conclusion of short selling operations and also regulated this area.
  • Operation of short sales has been incorporated into the regulations with the aim of
    providing Argentine capital market with the greater dynamism, liquidity and depth.
  • In this regard, and weighing prudential criteria relating to preventing systemic risk,
  • Regulations and conditions under which operation must be performed are specified.
  • As well as guidelines that markets must consider, when are regulated for approval.

Portugal – CMVM MIFID II Implementation

On 11 January, CMVM proposed rules to implement MIFID/MIFIR.

  • Follows December 2017, CMVM issued reference data for trading in MIFID.
  • Consultation on the draft CMVM regulations on collection of data, calculations and
    the dissemination of information to ensure pre-trade and post-trade transparency.

Effectiveness

  • Comments to be received by 19 January 2018.

ISDA Post-Brexit Contract FAQ

On 10 January, ISDA issued FAQs on swap contract status, post-Brexit.

  • Covers topics including contractual points under ISDA documentation, choice of law,
    jurisdiction and recognition of judgments, insolvency, access to EU financial market.
  • European Markets Infrastructure Regulation, or EMIR, collateral, Settlement Finality
    Directive, amendments to ISDA Master Agreement and transfer of existing contract.

EU Financial Markets

  • Many member State rules do not allow third country firms without passport to enter
    into derivatives with local counterparty, unless reverse-solicitation, local exemption.
  • UK may request an equivalence decision per MiFID 2, which would permit UK firms
    to provide investment services either to eligible counterparties or professional client.
  • While UK regime should, objectively, be equivalent, no guarantee in practice that an
    equivalence decision will be granted or even when such a decision would be granted.

CRD IV Passport Options

  • In absence of agreement between UK and EU to extend CRD 4 passport for banking
    services to the UK, UK credit institution would have to do one of 2 things, as follows.
  • Either (i) provide banking services on a wholly unsolicited basis, or else on the basis
    of narrowly defined local law exemptions, or (ii) would need to establish a subsidiary.
  • And then obtain authorisation in an EU Member State to provide services in question.
  • EU firms without UK branch, may still be able to carry out derivatives business in UK.
  • If transitional period agreed, temporary permission grant overseas person exempted.

Saudi Arabia – CMA New Foreign Investors

On 9 January 2018, SA CMA issued final rules that allow foreign investors in securities.

    • Updated rules to operate from 23 January 2018, amend to Art 1(b), from 1 April 2018.

Rule Content

    • The purpose of the rules is to set out the procedures, requirement and condition for
      registration of qualified foreign investors, with authority to invest in listed securities.
    • To specify their obligations, and the obligations of authorized persons in this regard.

 

E.U. – ESMA Issues Position Management Guide for Commodities

On 9 January, ESMA issued position controls for commodity venues.

  • Published first MIFID position management controls for commodity derivatives.
  • Ensure position management controls applied to commodity derivatives venue.
  • EU States must ensure controls by investment firm or operator of trade venue.
  • Firms, operators must inform NCAs of details of position management controls.
  • NCA inform ESMA, which will publish database, with summaries of the controls.

Control Questions

  • Powers that trade venue has, to monitor the open interest positions of persons.
  • Access to information, documentation, about the size and purpose of a position.
  • Require reduction or termination of position, on temporary or permanent basis.
  • Require person to provide liquidity into market, at an agreed price and volume.
  • How controls apply, and take account of nature and composition of firms/usage.

Spain – CNMV Authorized MIFID OTFs

On 4 January, CNMV authorized organized trading facility per MiFID.

  • CNMV authorized two MIFID organized trading facilities: CAPI OTF and CIMD OTF.

SOCs

  • Organized Systems of Contracting (SOC), also known as organized trading facility.
  • OTF new kind of trading centers in which, under MIFID II, multiple purchase, sale
    of interests of third parties interact to create contracts in fixed income, derivatives.
  • Approved regulations include operating rules of these SOC in relation to categories
    of instruments that may be negotiated, conditions of access to the trading systems.
  • Also negotiation forms or systems, compensation measures, efficient settlement of
    operations, negotiation transparency levels, suspension and exclusion mechanisms.
  • CNMV confirmed regulations in accordance with MIFID II, implementing regulations.

Authorized Firms

  • CAPI OTF to be managed by CM Capital Markets Brokerage, S.A. Securities Agency
    and also the CIMD OTF, which will be managed by CIMD Sociedad de Valores, S.A.
  • Both entities have requested and obtained the corresponding authorization for the
    extension of their respective programs of activities to include management of SOC.

Ireland – MiFID Amendment Regulation

On 4 January, IRE Government issued further rules amending MiFID implementation rule.

  • Rule No. 614 of 2017, EU (Markets in Financial Instruments) Amendment Regs 2017.
  • Amendment regs, other than regulation 26, shall come into operation on 3 January 2018.
  • Regulation 26, of the amendment regulations, came into operation on 31 December 2017.

 

Solutions Atlantic Issues New Form for Germany

Solutions Atlantic has released an updated substantial shareholding disclosure form for Germany to reflect the changes announced by BaFin on 3 January. BaFin released a new form to reflect current section numbers of the German legislation, the WpHG. The content of the form remains the same as does submission protocol.