It’s been a busy couple of months for the Swedish Supervisory Authority (Finansinspektionen) – so far in 2021, they have issued fines totaling SEK 20,390,500 (USD 2,462,174) for shareholder disclosure failings. With fines ranging from SEK 11,000 to SEK 5,100,000, as displayed in the graph below, non-compliance with Swedish disclosure requirements can be a costly affair.
Earlier this month the Securities and Exchange Commission (SEC) published a request for public comment on potential reform measures to improve the resilience of money market funds. The request follows the report of the President’s Working Group on Financial Markets issued in December 2020.
This week, on the 1st February 2021, the Statutory Instrument (SI) amending the initial notification threshold under Article 5(2) of the Short Selling Regulation (SSR) entered into force. The SI amends the reporting of net short positions to the Financial Conduct Authority (FCA), in relation to the issued share capital of a company that has shares admitted to trading on a trading venue, from 0.2% to 0.1%.
Following the end of the transition period, on the 1st January 2021, COLL 5.2.10 was updated to include the “United Kingdom“. COLL 5.2.10 of the Sourcebook now reads that a market is eligible under the “UK UCITS” regime, if it is: A regulated market; A market in the United Kingdom or an EEA State which is regulated, operates regularly and is open to the public.
As we move closer and closer to a no-deal Brexit, the likelihood is, that come the end of the UK’s transition period for leaving the EU (1st January 2021), major shareholders will need to consider a number of new factors to ensure they are making the correct disclosure to the correct competent authority of the issuer.
Foreign investment and sensitive sectors regimes enable government across the world to scrutinise foreign shareholders investing in sectors considered sensitive in the particular jurisdiction. We have seen the number of regimes significantly increase and scrutiny intensify throughout 2020. November, however, appears to have been a bumper month in terms of foreign investment developments tracked by our Regulatory Research Team. Below we highlight the top 5 shareholder disclosure FI developments we tracked through November.
On 11th November 2020, the UK Government introduced the long-awaited National Security and Investment Bill in the House of Commons. The Bill provides the government with new powers to screen investments, and aims at tightening the rules governing foreign investment across Britain’s critical infrastructure and parts of its defence industries.
In July, the SEC announced proposed amendments to 13F Reporting, to update the reporting threshold for institutional investment managers, as well as a number of other ancillary changes. The major proposed amendment was the increasing of the reporting threshold from $100 million to $3.5 billion.
On 22nd October 2020, the European Commission (EC) published the much anticipated consultation on the Alternative Investment Fund Managers Directive (AIFMD).
On 20th October 2020, the Central Bank of Ireland (CBI) published a letter to all UCITS management companies, authorised Alternative Investment Fund Managers (AIFMs), self-managed UCITS investment companies and internally managed Alternative Investment Funds which are authorised AIFMs. The letter sets out the CBI’s conclusions of its thematic inspection of compliance with its Fund Management Companies Guidance, which concluded the three-part CP86 consultation process.