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.
Yesterday, the Financial Conduct Authority (FCA) fined a Hong Kong hedge fund just over £870,000 for failing to disclosure its net short position in Premier Oil Plc. This is the first time the FCA has taken enforcement action for a breach of the SSR.
The U.S. Securities and Exchange Commission (SEC) recently proposed significant modifications to the mutual fund and exchange-traded fund disclosure framework. The proposed disclosure framework would feature concise and visually engaging shareholder reports that would highlight information that is particularly important for retail investors to assess and monitor their fund investments.
The new Japan foreign investment rules were fully implemented on 7th June after a 30-day transition period. The amendments to the Foreign Exchange and Foreign Trade Act (FEFTA) require some overseas investors to submit a prior notification of stock purchases to the government via the Bank of Japan (BoJ).
Liquidity risk was amplified by the COVID-19 pandemic with regulators introducing a number of initiatives to mitigate the corresponding risk. However, it’s not the only area which has seen increased attention as a result of COVID-19. As summarised below, despite the G20 commitment to “support global trade and investment” during the pandemic, foreign investment restrictions have been on the rise.