On November 19, the SEC proposed new rules for the oversight of investment advisers. The proposed rules would implement provisions of the Dodd-Frank Act that, among other things: (i) facilitate registration of advisers to hedge funds and other private funds with the SEC, (ii) require reporting by certain advisers that are exempt from SEC registration, (iii) increase the asset threshold for advisers to register with the SEC, and (iv) define “venture capital fund” and clarify certain exemptions to investment adviser registration. Comments on the proposed rules must be submitted within 45 days after publication in the Federal Register. SEC Release. SEC Proposed Rule 1. SEC Proposed Rule 2.
Month: December 2010
SEC Proposes Rules on Security-Based Swap Reporting and Repositories
On November 19, the SEC proposed rules: (i) regarding how security-based swap transactions should be reported and the reports disseminated, and (ii) requiring security-based swap data repositories to register with the SEC. Comments on the proposed rules must be submitted within 45 days after publication in the Federal Register. SEC Release (Reporting). SEC Release (Repositories).
SEC Extends Rule 17g-5 Extraterritoriality Exemption
On November 23, the SEC extended, until December 2, 2011, the temporary conditional exemption exempting NRSROs from complying with Rule 17g-5 for extraterritorial transactions. The SEC also requested comments on the exemption. SEC Order.
SEC Extends Ford Motor Credit “No Action” Letter
On November 23, the SEC extended indefinitely the Ford Motor Credit “no-action” letter allowing issuers of ABS to omit credit ratings from registration statements filed under Regulation AB. The “no-action” letter was originally issued on July 22 in response to the repeal of Rule 436(g) as a result of the Dodd-Frank Act, which subjects credit rating agencies to expert liability for ratings disclosure. SEC Updated No-Action Letter.
Plaintiffs’ Attorneys Present Their Views on RMBS Litigation
On October 27, 2010, Grais & Ellsworth LLP, a plaintiff’s firm representing purchasers of RMBS in litigation against a variety of underwriters, sponsors and issuers, hosted a presentation on the advantages and disadvantages of various types of RMBS claims. Topics included ways in which investors can obtain and pool information concerning the RMBS they own, ways in which plaintiffs’ counsel are bringing together investors to participate anonymously in litigation, and the “robosigning” controversy.
Transcript.
Ambac Expands Its Review of Mortgages Underlying Insured RMBS
In an 8-K filed with the SEC on November 18, 2010, Ambac Assurance Corporation announced that it is conducting a review of the mortgage loans underlying a dozen Ambac-insured RMBS, in addition to 17 RMBS as to which it already has initiated litigation. Ambac stated that it intends to perform what it describes as forensic analysis of the loan origination files and processes and a “re-underwriting” of the loans to determine whether there were breaches of the representations and warranties made at the time the securities were issued. Ambac also stated that it has either sought or intends to seek the repurchase of certain loans underlying the RMBS due to claimed breaches of representations and warranties. Form 8-K.
SEC Extends Ford Motor Credit “No Action” Letter
On November 23, the SEC extended indefinitely the Ford Motor Credit “no-action” letter allowing issuers of ABS to omit credit ratings from registration statements filed under Regulation AB. The “no-action” letter was originally issued on July 22 in response to the repeal of Rule 436(g) as a result of the Dodd-Frank Act, which subjects credit rating agencies to expert liability for ratings disclosure. SEC Updated No-Action Letter.