Conduct of Business – Global Investment Law Watch

Europe: UK’s FCA Axes Proposed “Name and Shame” and D&I Requirements, and Delays Non-financial Misconduct Rules

Apr 08 2025

The UK’s Financial Conduct Authority had proposed a so-called “name and shame” approach that would have allowed it, subject to certain safeguards, to disclose its investigations into firms publicly at an early stage (see our earlier blog); however, following significant criticism from the financial industry and Parliament—largely highlighting risks that early disclosure could potentially cause irreversible damage to firms, including those later cleared of any wrongdoing—the FCA has abandoned the proposal.

Europe: UK’s FCA Intensifies Scrutiny on Private Markets Valuations

Apr 07 2025

By: Daniel Greenaway and Flavio Picaro

The UK’s Financial Conduct Authority has published the findings of its multi-firm review of valuation processes for private market assets. This review follows the highlighting of vulnerabilities in private markets stemming, in part, from opaque valuations, in both the Bank of England’s June 2024 Financial Stability Report and IOSCO’s September 2023 report on emerging risks in private finance markets.

Europe: UK Sanctions Regulator Highlights Compliance Failures

Mar 31 2025

By: Michael E. Ruck, Rosie L. Naylor, Petr Bartos, Helen J. Phizackerley, and Laura Scott

On 13 February 2025, the UK’s Office of Financial Sanctions Implementation (OFSI) published an assessment of suspected sanctions breaches involving UK financial services firms since February 2022. It highlights three areas of concern:

United States: Trust But Verify (With A Minimum Investment Amount)

Mar 12 2025

By: Pablo Man and Ruth Delaney

On 12 March 2025, the SEC staff issued a no-action letter for offerings under Rule 506(c) of Regulation D. In the letter, the Staff concurs that an issuer will have taken “reasonable steps to verify” a purchaser’s accredited investor status in an offering conducted under Rule 506(c) if the issuer requires purchasers to agree to certain minimum investment amounts, subject to a few additional conditions:

Europe: FCA Advances Efforts to Address the UK’s EU Legislative Legacy, Starting With MIFID

Feb 28 2025

By: Philip Morgan, Andrew Massey, and Harriet Sherwin

Following an HM Treasury policy statement, the FCA has published a consultation paper proposing amendments to some of the Markets in Financial Instruments Directive (MIFID) conduct of business and systems and controls rules inherited from the EU that continue to exist in the UK statute book in close to their original form.

United States: Potential Increase to Debenture Limit for Levered Small Business Investment Companies (SBICs)?

Feb 26 2025

By: TJ Bright, Matthew F. Phillips, and Kate E. Miller

Small Business Investment Companies (SBICs), which invest in qualifying small businesses in the United States, are eligible to receive Small Business Administration (SBA)-guaranteed debentures at favorable rates to finance their investment activities. Standard SBIC debentures typically have 10-year terms with interest payments due semi-annually, and a lump-sum payment of the principal at maturity.

Europe: National Regulators Announce Digital Operational Resilience Act Reporting Windows

Feb 26 2025

By: Shane Geraghty, Dr. Ulrike Elteste, and Ruth Hennessy

EU national supervisory authorities will collect the Register of Information (ROI) pursuant to the EU’s Digital Operational Resilience Act (DORA) from in scope financial entities in April 2025, with the reference date set as 31 March 2025. ROIs are reports by in-scope EU financial entities on all contractual arrangements on the use of information and communication technology (ICT) services provided by ICT third-party service providers. The financial entity must differentiate between providers who are not critical and providers who are considered critical and important.

Europe: Are the UK FCA’s Revised “Name and Shame” Proposals an Improvement?

Jan 21 2025

By: Michael Ruck, Rosie Naylor, and Helen Phizackerley

In November 2024, the UK FCA released a Consultation which seeks to clarify its proposed approach to publicising ongoing enforcement action—dubbed the “name and shame” plan—and to assure the wider market of the plan’s benefits. Responses are due by 17 February 2025.

Europe: Proposed UK and EU Rules on More Research Cost Re-Bundling Move Closer

Jan 15 2025

By: Phillip Morgan, Andrew Massey, and Raghu Meena

In the United Kingdom, the FCA has proposed to give fund managers (including UCITS Mancos and full-scope UK AIFMs) an option to use fund assets to pay jointly for execution and research (so-called ‘bundled’ payments). The existing options of paying for research from manager funds or operating a customer-financed research payment account would remain. Final rules are expected in the first half of 2025. This follows the introduction on 1 August 2024 of a similar option for separate account managers as discussed here.

Australia: ASIC Enforcement for Sustainability Reporting Will be Different to Greenwashing

Oct 30 2024

By: Jim Bulling, Simon Kiburg and Alex Parker

When assessing how to comply with the new reporting obligations, reporting entities should recognise the differences in the enforcement approach that ASIC will take in relation to mandatory climate reporting compared with the approach adopted by it in relation to Greenwashing.

Tag:Conduct of Business