The Securities and Exchange Commission last week issued a proposal and interpretive guidance aimed at improving its framework for regulating cross-border security-based swaps transactions and market participants. Among other things, the proposal addresses the use of transactions that have been “arranged, negotiated, or executed” by personnel located in the U.S. as a trigger for regulating security-based swaps and market participants.
It also addresses the requirement that non-U.S. resident security-based swap dealers and major security-based swap participants certify and provide an opinion of counsel that the SEC can access their books and records and conduct onsite inspections and examinations; the cross-border application of statutory disqualification provisions; and the questionnaires or employment applications that security-based swap dealers and major security-based swap participants must maintain with regard to their foreign associated persons.
