SEC Issues Cross-Border Security-Based Swap Activities Rules and Guidance

On Wednesday, June 25, 2014, the Securities and Exchange Commission (the "SEC") issued new rules and guidance regarding cross-border security-based swap activities for market participants. The SEC issued the new rules as part of a series of rules proposed in May 2013 to address the application to cross-border activities of security-based swap regulatory requirements under Title VII of the Dodd-Frank Wall Street Reform and Consumer Protection Act.

The rules and guidance issued include an explanation of when a cross-border transaction needs to be counted toward the requirement to register as a security-based swap dealer or major security-based swap participant, and include a procedural rule for foreign regulators or market participants to apply for "substituted compliance", which would permit market participants to comply with U.S. requirements by complying with foreign requirements. There is also an anti-fraud rule that clarifies the SEC’s cross border anti-fraud enforcement authority, which applies where the fraud occurs in or is felt within the U.S.

© 2014 Perkins Coie LLP