Archive: Financial Services Regulatory publications


Cross-Border Clarity: CFTC provides guidance and additional time for industry to address cross-border swaps - December 2012
On December 21, 2012, the Commodity Futures Trading Commission (“CFTC”) issued a final “Exemptive Order” and “Further Proposed Guidance” to clarify its approach to regulating cross-border swaps activities under Title VII of the Dodd-Frank Act. In issuing this release, the CFTC continues to juggle the competing tasks of regulating US swaps activity, avoiding competitive inequity, discouraging evasion and deferring to local regulation. This FS Regulatory Brief discusses the CFTC’s approach to important cross-border questions and offers insight into some of the expected practical impacts on foreign and US swap dealers.To read this FS Regulatory Brief, please click here


Certain foreign-owned US banks may avoid registration under swap dealer aggregation rule - December 2012
Certain US banks engaged in limited swap dealing activities were granted relief from swap dealer registration by the Commodity Futures Trading Commission (CFTC) on December 20, 2012. Without this relief, these US banks were facing the prospect of either registering as a swap dealer, modifying their activities to fit into registration exemptions, or ceasing swap dealing all together. This FS Regulatory Brief provides a description of the aggregation rule and the relief provided to US banks with registered foreign bank parents.To read this FS Regulatory Brief, please click here


Proposed US/UK resolution strategy – more questions than answers: We are a long way from a global resolution regime - December 2012
The FDIC’s Systemic Resolution Advisory Committee held an open meeting concerning a Joint Paper by the FDIC and Bank of England which proposed a joint US/UK resolution regime for globally systemically important financial institutions. This FS Regulatory Brief highlights key points from the Joint Paper and places them within the broader context of the Federal Reserve action.To read this FS Regulatory Brief, please click here


CFTC delivers holiday gift to Wall Street -- Delays EBC and Documentation Requirements - December 2012
The Commodity Futures Trading Commission (CFTC) gave swap dealers a just-in-time reprieve from the year-end deadline to comply with most of the external business conduct and swap documentation duties to counterparties. This FS Regulatory Brief describes the impact of the Interim Final Rule on registering swap dealers as well as the significant deadlines that remain.To read this FS Regulatory Brief, please click here

Is Your Counterparty Documented? ISDA Protocol adherence slower than expected - December 2012
New rules adopted by the CFTC require a swap dealer to vet each counterparty, update documentation, and deliver notices and disclosures to each of its counterparties before each trade. In other words, thousands of swap dealers’ accounts are affected. The industry has deployed a uniform solution to streamline efforts surrounding this challenging task. ISDA and Markit have teamed up to create a standardized, electronically managed documentation and disclosure solution called the ISDA DF Protocol. This FS Regulatory Brief provides a snapshot of participation rates for the ISDA DF Protocol and information about the protocol.To read this FS Regulatory Brief, please click here

Fed to raise requirements for foreign banks: Not waiting for home country regulators - November 2012
Federal Reserve Governor Daniel Tarullo spoke before the Yale School of Management Leaders Forum to outline a new “modified” regulatory approach. This FS Regulatory Brief describes the proposal in detail, which FBOs would likely be affected, and what these FBOs should be doing now. To read this FS Regulatory Brief, please click here

Advisers’ key concerns on Form PF implementation - November 2012
Through its Form PF work with several first-time filers, and a recently conducted survey of private fund adviser clients, PwC has identified key trends and issues that are valuable to all filers as the reporting requirement continues to phase in for registered private fund investment advisers. This FS Regulatory Brief describes these key concerns in detail, provides analysis of the survey, and suggests what filers should do. To read this FS Regulatory Brief, please click here

CCAR 2013: Highlights and insights - November 2012
The recently published instructions for the 2013 Comprehensive Capital Analysis and Review (CCAR), issued by the Board of Governors of the Federal Reserve, contain a number of notable updates to the CCAR process. This FS Regulatory Brief describes the CCAR updates in detail and next steps for bank holding companies. To read this FS Regulatory Brief, please click here

More intense SIFI supervision called for in FSB’s G-SIB update - November 2012
On November 1, 2012, the Financial Stability Board released its 2012 list of 28 Global Systemically Important Banks (G-SIBs) as part of its periodic assessment. This FS Regulatory Brief describes new G-SIBs supervision, G-SIBs designation and the expected impact. To read this FS Regulatory Brief, please click here.

FSB on Living Wills Progress FSB on Living Wills Progress - G-SIFIs: You’ve only just begun; NBFCs: You’re next - November 2012
The Financial Stability Board released a report on November 2, 2012, describing the progress made by jurisdictions thus far in implementing its Key Attributes of Effective Resolution Regimes for Financial Institutions.In this FS Regulatory Brief, we summarize recent reform and the impact for global systemically important financial institutions and non-bank financial companies.

Treasury exempts FX swaps and forwards from most derivatives regulation - November 2012
The US Treasury Department issued a final determination that exempts foreign exchange (FX) swaps and forwards from most of the requirements in Title VII of the Dodd-Frank Act, effective November 20, 2012. This FS Regulatory Brief describes the new Treasury exemption for FX swaps and forwards and offers insights as to its expected impact.
To read this FS Regulatory Brief, please click here.

FSOC moves swiftly on money market reform - November 2012 FSOC moves swiftly on money market reform - November 2012
On November 13, 2012, the Financial Stability Oversight Council (FSOC) unanimously voted to issue proposed recommendations for structural reforms to money market funds (MMFs) intended to make them more resilient to runs. The FSOC is proposing three alternatives including a floating NAV, a capital buffer, redemption holdbacks and enhanced portfolio diversification, liquidity and disclosure requirements. To read more about the FSOC's action - and how the focus now shifts back to the SEC -please click here.

The FSB pushes for enhanced risk disclosures - November 2012 The FSB pushes for enhanced risk disclosures - November 2012
The Financial Stability Board recently sponsored the creation of the Enhanced Disclosure Task Force (EDTF) to establish principles, recommendations and leading practices to enhance bank risk disclosures. The EDTF recommendations mark a further step towards the inclusion of risk-based information in financial reporting. In this FS Regulatory Brief, we summarize the EDTF recommendations, their impact, and how banks should respond. To read this FS Regulatory Brief, please click here.

Swap regulation commences - Day 1 closes with a flurry of CFTC relief: What does it all mean? Swap regulation commences – Day 1 closes with a flurry of CFTC relief: What does it all mean? - October 2012
On Friday, October 12, 2012, regulation of swaps under the Dodd-Frank Act by the CFTC officially began. Some market participants remain confused about the scope and impact of this change. This FS Regulatory Brief summarizes the CFTC actions and, as important, what is still not addressed. To read this FS Regulatory Brief, please click here.

OCIE sends new advisers a letter describing 'presence exams' -- October 2012 OCIE sends new advisers a letter describing “presence exams” - October 2012
On October 9, 2012, the SEC’s OCIE posted an open letter to new adviser registrants on its website, and its regional offices sent the same letter to new registrants in the region. The OCIE letter describes what it terms its “Presence Exams initiative” for these advisers. To read this FS Regulatory Brief, please click here.

What mutual fund CCOs and GCs are talking about now What mutual fund CCOs and GCs are talking about now - October 2012
Recently, PwC had a chance to sit down with a number of Chief Compliance Officers (CCOs) and General Counsels (GCs) of large mutual fund firms to talk about the current regulatory and compliance environment. Among the topics that were most on their minds now were the following: CFTC registration, money market reforms, LIBOR, global compliance programs and board reporting. To read this FS Regulatory Brief, please click here.

Money market reform in flux
Reading the tea leaves on money market fund regulation - October 2012
The mutual fund industry, securities regulators, the Department of the Treasury and banking regulators are engaged in a contentious debate about whether reforms are needed to make money market mutual funds more resilient and resistant to “runs,” and if so, what type of reforms would be best. In this A Closer Look, we summarize the existing options for reform and their impact, and handicap possible next steps.

The creation and usage of Legal Entity Identifiers (LEIs) - September 2012
The recent financial crisis has created a universal awareness of reference data and helped elevate it from a back office concern to a critical business function. Specifically, global regulators have recognized that the consistent identification of clients and counterparties must be a key foundational component in any effort to manage systemic risk. Enter the global legal entity identifier (the “LEI”).

A fast take on the impact of the Dodd-Frank Act on asset management firms The SEC proposes new rules to allow issuers making private offerings to advertise - September 2012
The “Jumpstart Our Business Startups Act” (“JOBS Act”), enacted in early April of 2012, required the SEC to lift the prohibitions on general solicitation and to allow issuers to advertise private offerings, as long as all purchasers of such interests are accredited investors (as already required). On August 29, 2012, the SEC proposed new rules to implement the JOBS Act.

A fast take on the impact of the Dodd-Frank Act on asset management firms CFPB Issues New Mortgage Proposals: Analysis and Next Steps - August 2012
On July 9, 2012, the Consumer Financial Protection Bureau issued two Notices of Proposed Rulemaking to implement key residential mortgage reforms of the Dodd-Frank Act. We briefly describe these proposals – which total almost 1400 pages combined. To read this FS Regulatory Brief, please click here.

Dodd-Frank Swap Regulation Starts October 12, 2012: Or Does It? - August 2012
This FS Regulatory Brief discusses the registration deadline issue in broad terms. It explores the ramifications that different dealer registration deadlines will have on sell- and buy-side firms, including on the start of swap data reporting. Additionally, there are updated timelines showing the key compliance dates for US swap dealers and foreign swap dealers.

G-SIIs vs. G-SIFIs: Lines blur between insurance and banking- July 2012
As a part of a global initiative to help prevent a repeat of the 2008 financial crisis and reduce the threat posed by global systemically important financial institutions, the International Association of Insurance Supervisors has released its proposed assessment methodology for the identification of global systemically important insurers.

The Tipping Point: Swap Product Definitions Finalized- July 2012
On July 10, 2012, the CFTC and SEC released final definitions of what is a “swap” or “security-based swap” under the Dodd-Frank Act. While the content of the product definitions rule is important and of interest, this FS Regulatory Brief discusses the projected timing for swap dealers (and major swap participants) to comply with major segments of the CFTC’s regulation of swaps. To read this FS Regulatory Brief, please click here.

Extraterritorial derivatives guidance proposed by CFTC: More analysis required, impact unclear- July 2012
On June 29, 2012, the CFTC released its much anticipated proposed cross-border guidance to interpret when Dodd-Frank Act derivatives regulations reach beyond US shores. It also released a proposed exemptive order that would grant temporary relief from compliance dates for certain regulations. To read this FS Regulatory Brief, please click here.

US Basel III Regulatory Capital Regime and Market Risk Final Rule - July 2012
In a long-anticipated but not eagerly-awaited action, the three federal banking agencies released three notices of proposed rulemaking that will revise regulatory capital rules for US banking organizations and align them with the Basel III capital standards that were issued in December 2010 and subsequently updated in 2011 (Basel III). In this A Closer Look, we review and analyze the new regulatory capital rules.
To read this A Closer Look, please click here.

23A revisited: Significant changes to affiliate transaction rules are coming- June 2012
This PwC FS Regulatory Brief is intended to serve as a summary of the changes made by Dodd-Frank to bank affiliate transaction rules, the status of regulatory efforts, what banks can be doing now to assess possible impacts, and some significant open issues from our perspective. To read this FS Regulatory Brief, please click here.


  • Expense Practices for Private Fund Advisers - May 2012
    This FS Regulatory brief provides important information to assist hedge fund and private equity fund advisers in understanding the general risks around expense practices, and creating and maintaining a sound control framework to address those risks. To read this FS Regulatory Brief, please click here.

  • The Volcker Rule: How much faith is good faith? - May 2012
    The Federal Reserve Board of Governors released a policy statement intending to clarify expectations for covered banking entities regarding the Volcker Rule. What constitutes “good faith” efforts toward compliance is unclear. The largest banks have been undertaking a “good faith” approach to Volcker since the passage of Dodd-Frank.

  • SIFI standards: Single counterparty exposure limits - April 2012
    In this A Closer Look, we review and analyze the Federal Reserve Board's new standards for systemically important financial institutions (SIFIs) that introduce a single counterparty exposure (concentration) limit.

    To read this edition, please click here.

  • SEC Issues Exemptions from the Large Trader Reporting Rule- April 2012
    On April 20, 2012, the SEC issued an order temporarily exempting broker-dealers from the recordkeeping, reporting and monitoring requirements of new Rule 13h-1 under the Securities Exchange Act of 1934 and granting a permanent exemption for certain securities transactions. To read this edition, please click here.

  • Final Swap Dealer and MSP Definitions: To Register or Not to Register - Closer to an Answer- April 2012
    On April 18, 2012, the CFTC and SEC approved a final rule that defines the terms "swap dealer," "major swap participant" and "eligible contract participant" under the Dodd-Frank Act. The CFTC has laid out a series of fast-approaching compliance deadlines in October. Whether you are swept into or remain out of the swap dealer/MSP definitions, you need a strategy to navigate through Title VII. This FS Regulatory Brief offers guidance and answers key questions on what to do next for sell- and buy- side derivatives players alike. To read this edition, please click here.

  • Volcker, For Now, Just Good Faith- April 2012
    The Federal Reserve Board issued a formal Policy Statement confirming that covered banking entities, "by statute," have the full two years from July 21, 2012, i.e., until July 21, 2014, to conform all of their activities and investments to the Volcker Rule. As with any Volcker Rule matter, there are always more questions than answers. To read this edition, please click here.

  • FSOC finalizes rules for designating nonbank financial companies as SIFIs - April 2012
    In this FS Regulatory Brief, we review and analyze the Financial Stability Oversight Council's final rules for designating nonbank financial companies as SIFIs, the designation process and how companies can prepare. To read this edition, please click here.

  • CCAR 2012: Analysis of results - March 2012
    Comprehensive Capital Analysis and Review (CCAR) 2012 results indicate that the new methodology is the most severe, comprehensive and rigorous of the three rounds of stress tests conducted by US banks. Results show a highly capitalized US banking segment and CCAR institutions continue to enhance their capital management processes.

  • Swap Data Reporting: Ready to Deliver?- March 2012
    Swap data reporting is fast approaching in the United States as a leading edge of Dodd-Frank derivatives reform. Click here for some key action steps that you can take now to get ready to report swap data in a post-Dodd-Frank world.

  • CFTC Adopts New Rules Requiring Advisers to Investment Companies and Private Funds to Register - March 2012
    On February 9, 2012, the CFTC adopted amendments to its rules to require private fund managers and SEC-registered investment companies that have portfolio holdings in commodity interests to become registered with the CFTC, unless they meet new criteria for exemption. The CFTC also proposed "harmonization" rules intended to ease the burden of complying with both the Securities and Exchange Commission (SEC) and CFTC requirements.

  • Broker-Dealer and Investment Adviser Compliance Programs: More Similar Than Different - February 2012
    The separate regulatory requirements governing advisers’ and broker-dealers’ compliance programs are summarized in this FS Regulatory Brief, as well as the common features -- or "minimum elements."

  • Volcker Rule hearing: Continued uncertainty is the only certainty - January 2012
    Five regulatory agency leaders discussed the Volcker Rule at a congressional hearing in January 2012. The regulators confirmed prior conclusions about the impact of the Volcker Rule and how financial services firms, insurance companies, and investment firms should prepare.

  • Final CFTC Rules Addressing Swap Dealer - MSP Registration and Business Conduct - January 2012
    On January 11, 2012, the CFTC approved a framework for registering swap dealers and major swap participants under Dodd-Frank and outlined their duties to swap counterparties. Swap dealers and MSPs need to evaluate their registration readiness and develop a strategy for registration and compliance with the numerous operational, disclosure and conduct requirements associated with registration.

  • SEC Staff Provides Guidance on the Use of Social Media by Advisers - January 2012
    Reflecting the fact that many registered investment advisers and their personnel use social media in various forms to communicate with existing and potential clients and to promote their services, the SEC staff recently issued a National Examination Risk Alert providing suggestions for complying with the antifraud, compliance, and recordkeeping provisions of the federal securities laws.

  • The Federal Reserve’s proposal to implement enhanced prudential standards for large bank holding companies - December 2011
    The Federal Reserve Board (FRB) issued a proposal to implement Sections 165 and 166 of the Dodd-Frank Act (Dodd-Frank or the Act) that it views as "package of enhanced prudential standards” on bank holding companies and on nonbank financial companies (NBFCs) that are designated for supervision by the FRB. Comments are due on the proposal by March 31, 2012.

  • Banking Supervision at the Federal Reserve: The Times are a Changing - December 2011
    The executive vice president responsible for Bank Supervision at the Federal Reserve Bank of New York (FRBNY) recently addressed the New York Bankers Association and her address focused on the changes that the FRBNY has made to enhance the supervisory process both in terms of their staffing and supervisory approach.

  • The FSOC SIFI Designation Proposal for Nonbank Financial Companies - December 2011
    In this A Closer Look, we review and analyze this latest guidance on the process and key factors leading to designation. In addition for NBFCs that believe they may be vulnerable to a SIFI designation, we also describe steps that can be taken to assess the likelihood of designation and the types of information likely to be necessary to counter any such designation in the FSOC three-stage process.

    This edition should be of particular interest to insurance companies, specialty lenders, hedge funds, asset managers and other NBFCs that may be concerned about being designated as a SIFI.

  • The Volcker Rule Proposal: Regulators Propose Restrictions on "Covered Funds" - December 2011
    In October 2011, the FRB, OCC, FDIC, and SEC issued a Proposed Rule to implement the Volcker Rule provisions of the Dodd-Frank Act, which prohibits proprietary trading by banking entities and restricts those entities from sponsoring, investing in, or having certain relationships with hedge funds and private equity funds.

    Following our earlier A Closer Look titled The Volcker Rule Proposal: A Focus on Proprietary Trading, this A Closer Look describes the proposed prohibition on banking entities’ sponsoring, investing in, or having certain relationships with hedge funds or private equity funds.

  • SEC and CFTC Adopt Final Rules Requiring Registered Advisers to Private Funds to File New Form PF - November 2011
    In October 2011, the SEC and the CFTC adopted final rules as mandated by the Dodd-Frank Wall Street Reform and Consumer Protection Act to require registered advisers to report on new Form PF information concerning the private funds they advise. Focused on private funds’ basic operations and strategies, the information reported on Form PF will aid the SEC, the CFTC, and the FSOC in their assessment of systemic risk. While the final rules on Form PF were anticipated, they are complex, and will have significant operational impact on registered advisers to private funds. This A Closer Look describes the final rules requiring new Form PF and their impact.

  • Supervisory Expectations on Capital Assessment - Stepping Up To Basel III - November 2011
    On November 4th, Governor Daniel Tarullo delivered a speech entitled "The International Agenda for Financial Regulation" before the ABA Banking Law Committee. While Governor Tarullo touched upon a number of topics including the additional efforts to complete international and domestic reform on capital and liquidity, cross boarder resolution, reliance on wholesale funding and OTC derivatives reform, his comments on capital, particularly how the US Supervisors will deal with the interim period, are of particular note.

  • The SEC’s New Large Trader Reporting Requirements Place New Regulatory Obligations on Both Asset Managers and Broker-Dealers - November 2011
    In July 2011, the SEC adopted a new rule and accompanying form to establish a method for the SEC to identify large traders, obtain trading information for such traders and analyze such activity. The "Large Trader Rule" became effective October 3, 2011. The new rule will have significant impact on large traders, as well as on the sell-side firms that interact with large traders.

  • Anti-corruption laws: Private equity not exempt - November 2011
    Over the past few years, there has been increased national and international attention directed at bribery and corruption related to business activities that involve government and pseudo-government entities and individuals. This heightened scrutiny has resulted in a greater focus by countries’ regulatory and law enforcement agencies on the financial services industry, including private equity firms.

  • New reporting requirements for "exempt reporting advisers" - October 2011
    In June, the SEC adopted final rules as mandated by the Dodd-Frank Act to require many previously exempt advisers to private funds to become registered as investment advisers with the SEC. The final rules also establish new exemptions from the adviser registration rules.

  • The Volcker Rule Proposal: A focus on proprietary trading- October 2011
    The Financial Crisis Inquiry Commission cited a plethora of causes for the financial crisis. Proprietary trading, however, was not one of them. Notwithstanding the FCIC’s findings—or lack thereof—the Federal Reserve, FDIC, OCC and SEC recently issued the long-awaited proposed rule implementing the Volcker Rule of the Dodd-Frank Act. The Proposed Rule, which closely follows the language and presumptions spelled out in the Act, constructs the most far-reaching regulatory prohibition in US financial history by prohibiting proprietary trading not only in FDIC-insured institutions, but also in any affiliate thereof—irrespective of its business or geographic location. In a surprise to many foreign banks, the Proposed Rule not only applies to their US branches and agencies (insured or uninsured) and their US affiliates, but it would also draw in their businesses located outside of the US to the extent that they engage in transactions which have a US nexus, defined very broadly. This A Closer Look focuses primarily on the proprietary trading aspects of the Proposed Rule—we will cover the fund aspects of the Proposed Rule in a future A Closer Look. Our objective here is not to provide a detailed analysis of the Proposed Rule, but rather to try and help answer the broader question - "what should I do now?"

  • Special Edition: Unfinished Business: Dodd-Frank - Entering Year Two- September 2011
    With the one-year anniversary of the Dodd-Frank Wall Street Reform and Consumer Protection Act now behind us and with the benefit of a year’s experience, this A Closer Look reviews what has been accomplished under Dodd-Frank and analyzes what is yet to come. As we consider year two, we provide a brief look back and a longer look forward, focusing on the key issues and questions we hear often in the marketplace about Dodd-Frank and its implementation.

  • Domestic SIFIs: Resolution Plan Requirements Final Rule - September 2011
    The FDIC approved its final resolution plan rule for systemically important financial institutions (SIFIs) and an interim final rule regarding resolution plans for insured depository institutions (IDIs). This FS Regulatory Brief addresses the changes in the Final SIFI resolution rule from the earlier versions.

  • Dodd-Frank act resolution plan final rule and interim FDIC final rule on resolution of large insured depository institutions - September 2011
    At its meeting on September 13, 2011, the board of the Federal Deposit Insurance Corporation approved a Final Rule on resolution plans required by the Dodd-Frank Act for systemically important financial institutions. The Federal Reserve Board is also expected to approve the Final Rule in the near future.

  • FDIC Insured Depository Institution Resolution Plan Interim Final Rule - September 2011
    The Federal Deposit Insurance Corporation Interim Final Rule on resolution plans for insured depository institutions contains a number of significant changes from the related Notice of Proposed Rulemaking issued by the Federal Deposit Insurance Corporation on May 17, 2010, before passage of the Dodd- Frank Act. This regulatory brief discusses all the significant changes in detail.

  • How the SEC’s custody rule impacts private fund advisers - August 2011
    This FS Regulatory Brief describes the Custody Rule and some considerations for private fund advisers as they prepare to register with the SEC. It complements our earlier A Closer Look pieces describing the impact of Dodd-Frank on asset managers, including SEC Adopts Final Rule for Investment Adviser Registration (July 2011) and Impact on Advisers to Private Equity Funds (May 2011).

  • Derivatives Regulation and Changing Market Infrastructure for Nonfinancial Companies- July 2011
    Regulators have been actively working toward finalizing the complicated and controversial mosaic of proposals intended to reform the derivatives markets as envisioned in the Dodd-Frank Act. Companies that use swaps will face new regulatory, business and operational challenges as dealers, counterparties and other swap market participants become subject to new clearing, margin and collateral requirements, recordkeeping and reporting duties, and new trade execution alternatives. This A Closer Look focuses on the potential impact of the new derivatives market reform for companies outside the financial services industry.

  • SEC Adopts Final Rules for Investment Adviser Registration- July 2011
    On June 22, 2011, the SEC adopted final rules as mandated by the Dodd-Frank Act to require many advisers to private funds -- which were previously exempt from registration -- to become registered as investment advisers with the SEC. The final rules also establish new exemptions from the adviser registration rules. The deadline for advisers to register is March 30, 2012. In addition, the final rules will require advisers to submit new information to the SEC periodically -- even those advisers that are exempt from registration. These final rules, while anticipated, will have significant impact on advisers to private funds. This A Closer Look describes the final rules and their impact on investment advisers.

  • SEC Adopts Final Rules Establishing Whistleblower Program- July 2011
    On May 25, 2011, the SEC adopted final rules to implement a whistleblower program as established by the Dodd-Frank Act. The whistleblower program requires the SEC to pay awards to eligible whistleblowers who voluntarily provide the agency with original information about a violation of the federal securities laws that leads to a successful enforcement action in which the SEC obtains monetary sanctions totaling more than $1 million. This A Closer Look describes the final rule and its impact.

  • SEC’s current views related to trade allocation practices - July 2011
    This article analyzes the specific allocation practices challenged by the SEC and provides guidance on how investment advisers may fortify their investment allocation practices by: (1) implementing and following effective written allocation policies and procedures; (2) ensuring proper disclosure of allocation practices to clients and investors; and (3) keeping proper books and records with respect to trade orders and allocations.

  • Update: The SEC’s New Rules on “Pay to Play” Restrictions for Investment Advisers - July 2011
    The SEC’s new rule prohibiting “pay to play” by investment advisers (Rule 206(4)-5 under the Investment Advisers Act of 1940) seeks to protect public pension plan beneficiaries by limiting the ability of investment advisers to influence investment management decisions by state and local government officials through the use of political contributions.

  • New SEC Rule 15c3-5 Bans Unfiltered Market Access - July 2011
    On November 3, 2010, the SEC voted unanimously to adopt the new Rule 15c3-5 under the Exchange Act, effectively eliminating "naked" or unfiltered market access. In general, the compliance date for Rule 15c3-5 is July 14, 2011.

  • SEC Proposes Amendments to Broker-Dealer Financial Reporting Rule
    Amendments call for broker-dealers’ assertion of compliance with the Financial Responsibility Rules, new reviews by independent auditors, and additional regulatory reporting requirements related to custody.

  • Impact On Swap Data Reporting- June 2011
    Swap data reporting is a cornerstone of the new derivatives regime created by the Dodd-Frank Act. In an effort to increase transparency and integrity in the derivatives markets, proposed Dodd-Frank regulations will require information about every swap or security-based swap (SBS) transaction to be sent to new swap data repositories or a government agency. This A Closer Look describes the proposed swap data reporting rules and suggested responses for swap market participants.

  • Impact on Advisers to Private Equity Funds- May 2011
    The Dodd-Frank Act will for the first time bring private equity fund advisers under the oversight of the SEC. The SEC recently indicated that private fund advisers—including advisers to private equity funds—will have until the first quarter of 2012 to complete their SEC registration and come into compliance with their new obligations under the Advisers Act. Advisers should use this brief additional time to ensure that they have implemented effective controls and compliance programs and are fully ready for registration. This A Closer Look describes the impact of Dodd-Frank on private equity advisers and looks into some of the particular issues they’ll face.

  • Relief from July 16, 2011 Effective Date for Title VII Swap Provisions

  • Amendments to Form ADV Part 2

  • Impact on Disclosures Related to the Use of “Conflict Minerals" - April 2011
    While Dodd-Frank is predominantly focused on financial regulatory reform, it also includes a number of corporate governance and disclosure requirements that are designed to achieve other public policy objectives. Among these is Section 1502, which requires new procedures and disclosures by all issuers (domestic and foreign) who use so-called “conflict minerals” in their products or manufacturing processes. In this A Closer Look, we focus on the potential impact on all companies that use these types of minerals.

  • Incentive-Based Compensation Requirements for Certain Firms- April 2011
    The Dodd-Frank Act requires enhanced disclosure of incentive-based compensation arrangements by certain banks, credit unions, investment advisers, brokerage firms, and other financial institutions. It also prohibits any type of incentive-based compensation that, in the regulators determination, encourages inappropriate risks by providing excessive compensation, or has the potential to cause material financial loss to the covered firm. Regulators are directed to jointly adopt rules and guidelines to implement this provision. This A Closer Look provides a description of the incentive-based compensation restrictions and describes the proposed rule and its impacts, should the rule become final in its present form.

  • Reporting by Private Fund Advisers on Form PF- March 2011
    The SEC and the CFTC recently proposed a new rule that would require registered investment advisers to private funds to file new reports that would help the agencies assess those advisers’ systemic risk. The proposal is intended to implement Section 404 of the Dodd-Frank Wall Street Reform and Consumer Protection Act. If adopted, the rule would impose substantial reporting burdens on affected advisers, particularly those with over $1 billion in assets under management. This A Closer Look describes the proposal and its possible impact on advisers to hedge funds, private equity funds, and liquidity funds.

  • Impact on Human Capital- March 2011
    A stated goal of the Dodd-Frank Act was to improve transparency and accountability in the US financial system. Due to the Act’s breadth and the time regulators will need to interpret and implement its many provisions, industry experts anticipate that it will take several years for changes to be fully instituted. This A Closer Look will look at the impact of Dodd-Frank to an organization and its human capital.

  • A Uniform Fiduciary Standard for Broker-Dealers and Investment Advisers: The SEC's Study- March 2011
    The SEC recently released Study on Investment Advisers and Broker-Dealers, its staff’s study evaluating the standards of care for broker-dealers and investment advisers when providing personalized investment advice and recommendations about securities to retail customers. This A Closer Look describes the study, as well as some of the implications of its recommendations.

  • SEC Study on Investment Adviser Oversight- March 2011
    On January 19, 2011, the SEC released its study on the need for enhanced examination and enforcement resources for investment advisers, as required by the Dodd-Frank Wall Street Reform and Consumer Protection Act. This A Closer Look describes the study and the three options it proposes in more detail.

  • Special Edition: Dodd-Frank at the Six-Month Milestone, A Work in Process- March 2011
    As a part of our ongoing Dodd-Frank A Closer Look series, we are pleased to provide you with a special edition in our A Closer Look series. This special edition A Closer Look, Dodd-Frank at the Six-Month Milestone, A Work in Process, summarizes the key progress on Dodd-Frank at the six-month milestone.

  • Impact on Thrifts & Thrift Holding Companies - February 2011
    While many financial and nonfinancial companies will see their businesses change under the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank, or “the Act”), perhaps no group faces more substantial challenges to its business model’s long-term viability than thrifts and thrift holding companies. Technically, thrift holding companies are regulated as "savings and loan holding companies." We use instead "thrift holding companies" to reflect the fact that thrift is a more encompassing description of institutions with a savings association charter. This A Closer Look explores the impact of Dodd-Frank on thrifts and thrift holding companies.

  • Impact on Swap Dealers and Major Swap Participants - January 2011
    Under the Dodd-Frank Wall Street Reform and Consumer Protection Act, a person who engages in significant swap activities may be regulated as a “swap dealer” or “major swap participant”. Swap dealers and major swap participants must register and comply with numerous regulatory requirements that include reporting, recordkeeping, business conduct, collateral management, capital, liquidity, and margin standards. This A Closer Look offers PwC's perspective on how swap dealers and participants will be defined and regulated.

  • Impact on Asset Managers - December 2010
    The SEC proposes new rules to implement the investment adviser registration and exemption requirements of Dodd-Frank and to require reporting by both registered and exempt advisers. This A Closer Look provides our perspective on the new rules.

  • Impact on Executive Compensation - December 2010
    Dodd-Frank will require some major changes in executive compensation arrangements at public companies. These new provisions will have a direct impact on the way corporate America seeks input from shareholders on the terms of executive compensation programs and discloses information about those programs. In this A Closer Look, we focus on the Act’s requirements associated with executive compensation arrangements, and explore some of the strategic, operational, and financial reporting decisions companies will face as implementation of the Act gets underway in 2011.

  • Impact on Nonfinancial Companies - December 2010
    Most nonfinancial companies are aware of the corporate governance provisions of Dodd-Frank that will require certain near-term changes; however, many companies may not have focused on other ways the Act will directly or indirectly impact their operations and strategy. At this early stage of implementation, the key question for many nonfinancial companies is "What is the Act's potential impact on my business?" -- whether in the form of more regulation, increased costs, or having to adapt to new structural features, ways of doing business, and managing risk in the financial markets. This A Closer Look provides context and perspective on areas of Dodd-Frank of particular concern to nonfinancial companies.

  • Impact on Advisers to Real Estate Funds - November 2010
    Dodd-Frank impacts investment advisers in multiple ways. Some of these ways are quite clear, such as the requirement for hedge fund and private equity fund managers to register with the SEC; others will become clear once regulators begin setting rules to define the Act and the scope of its coverage. This A Closer Look provides an initial perspective on the impact the Act may have on advisers to real estate funds.

  • Impact on Securitization Activities: the Retention Requirements - October 2010
    Subtitle D of Title IX of Dodd-Frank is intended to prompt improved practices and enhanced disclosures with respect to securitization activities. The Act is expected to significantly impact the activities and reporting of entities involved in the securitization of financial assets - including issuers of asset-backed securities and their sponsors, as well as originators of the underlying collateral sold to such securitizers. In this A Closer Look, we focus on Section 941 of Subtitle D, which deals exclusively with credit risk retention.

  • Impact on Information Technology and Data - October 2010
    While there is still much to be done by regulatory agencies regarding Dodd-Frank mandated rulemaking, it is clear that there will be an impact on IT platforms and the associated data architecture. These impacts start with required changes to business operating models and extend to the underlying business applications and data structures that support them. This A Closer Look provides an initial perspective on the impact the new rules may have on financial services firms and IT service providers to the Financial Services industry and how they will need to address these IT and data changes.

  • Impact on Credit Rating Agencies - September 2010
    Dodd-Frank will have a significant impact on the activities, organization, and practices of the nationally recognized statistical rating organizations (NRSROs or credit rating agencies). The Act imposes new liability exposure on the credit rating agencies, mandates new internal control requirements, places specific prohibitions to address conflicts of interest, and provides for increased SEC oversight. This A Closer Look provides some context and perspective on the new law and its implications for NRSROs.

  • Impact on Non-US Asset Managers - August 2010
    Dodd-Frank is likely to have significant impact on non-US asset managers who have clients in the US. Managers that were formerly exempt from registration will need to register as investment advisers with the SEC. This A Closer Look continues our examination on how Dodd-Frank will likely impact asset managers, particularly those not based in the US.

  • Impact on Foreign Banking Organizations and Foreign Nonbank Financial Companies - August 2010
    Dodd-Frank applies US national treatment policies to foreign banking organizations (FBOs) that do business in the United States. The Act also reaches foreign nonbank financial companies (NFCs) that are predominantly engaged in financial activities in the United States and that are found by the FSOC to be systemically important and required to be supervised by the FRB. This A Closer Look continues our review of the "systemically important" provisions of Dodd-Frank and examines the impact some of these provisions may have on FBOs and foreign NFCs.

  • Impact on The SEC's Enforcement and Examination Activities - August 2010
    Dodd-Frank enhances the enforcement and oversight powers of the Securities and Exchange Commission (SEC) in many respects. It provides the SEC’s Division of Enforcement with a host of new legal tools, some of which it has sought for years. This A Closer Look provides our initial perspective on how Dodd-Frank—along with the new rules that the SEC will adopt to implement it—will impact financial services firms and other securities market participants.

  • Impact on Systemically Important Bank Holding Companies, Nonbank Financial Companies, Financial Market Utilities and Payment, Clearing and Settlement Services - August 2010
    Several parts of Dodd-Frank are focused on systemic risk concerns. Bank holding companies (BHCs) with $50 billion or more in consolidated assets are automatically designated as systemically important. Other categories — nonbank financial companies (NFCs), financial market utilities (FMUs) and payment, clearing, and settlement services — must be designated as systemically important. What is likely to trigger such designations? Will size always be the dominant factor?

  • Impact on Banks, Thrifts, and Their Holding Companies - August 2010
    While much attention has been paid to Dodd-Frank’s new provisions relating to systemically important firms, other provisions of the Act affect all banking and thrift institutions. Those are the issues we highlight in this A Closer Look, putting specific emphasis on regulatory consolidation; capital adequacy considerations; the Volcker Rule; compensation standards; and new corporate compliance requirements for banks, thrifts, and their holding companies.

  • Impact on OTC Derivatives Activities - August 2010
    Dodd-Frank will significantly change the oversight and structure of the US over-the-counter (OTC) derivatives markets. As regulatory implementation and supervisory determinations occur during the transitional periods over the next several years, the US derivatives markets’ scope, structure, execution mechanisms, pricing, margin/collateral requirements, and supervision will be reshaped. This A Closer Look provides some context and perspective on these key changes.

  • Impact on Consumer and Mortgage Banking - August 2010
    Dodd-Frank will have wide-ranging impact on anyone providing retail financial services in the United States. Dodd-Frank creates a new independent regulator and supervisor, the Consumer Financial Protection Bureau (CFPB), which will have the authority to promulgate rules designed to ensure that US consumers receive clear, accurate information to help them evaluate mortgages, credit cards, and other financial products, and to protect them from hidden fees, abusive terms, and deceptive practices.

  • Impact on Insurance Companies - August 2010
    This A Closer Look provides an initial perspective on the impacts of Dodd-Frank may have on insurance companies, from an overall regulatory structure standpoint as well as via new requirements that are applicable to portions of certain insurance companies’ business. Particularly for large global insurers and insurance companies that own thrift institutions, the potential designation as a systemically important nonbank financial institution will have a significant impact on how insurers navigate through their regulatory future. This A Closer Look provides an initial perspective on the impact some of these considerations may have on insurance companies.

  • Impact on Alternative Asset Managers - August 2010
    All hedge fund and private equity fund advisers that are required to register with the SEC must do so before July 21, 2011, and must be fully compliant with requirements under the Investment Advisers Act of 1940 (Advisers Act). The SEC will draft rules to implement the Act, and will likely require advisers to private funds to file reports containing such information as the SEC deems necessary to protect investors or for the assessment of systemic risk. This A Closer Look provides our initial perspective on how Dodd-Frank may likely impact alternative asset managers.

  • Impact on Investment Advisers - August 2010
    Dodd-Frank will impact investment advisers in multiple ways. Some of these ways are quite clear, such as the requirement for hedge fund and private equity fund managers to register with the Securities and Exchange Commission (SEC); others will become clear once regulators begin setting rules to define the Act and the scope of its coverage. This A Closer Look provides an initial perspective on the impact some of these considerations may have on investment advisers.

  • Impact on Retail-Broker Dealers - August 2010
    Dodd-Frank may have a significant impact on broker-dealers, though much of the impact will depend on how regulators, including the Securities and Exchange Commission (SEC), interpret its mandate and craft implementing rules. This A Closer Look is our initial perspective on how Dodd-Frank and its implementing regulations could impact broker-dealers with respect to their obligations and interactions with retail investors.

10Minutes on derivatives reform for non-financial services companies 10Minutes on derivatives reform for non-financial services companies - December 2012
For non-financial services companies, regulations introduced by the Dodd-Frank Wall Street Reform and Consumer Protection Act and Basel III will result in significant changes to the derivatives market. Every aspect of a corporation using derivative to manage risk will ultimately be affected—from risk strategies and corporate funding to operations and accounting. This 10Minutes provides insight on the impacts of new regulation on corporate entities and what those entities need to do now in order to meet impending reform deadlines and ensure they're well equipped to manage increased costs and compliance responsibilities.

How we can help commodity pool operators FATCA and KYC: Similar yet different - November 2012
FATCA extends customer due diligence and reporting requirements well beyond what is typically performed for "Know Your Customer" (KYC) purposes. This whitepaper highlights four key challenges that Anti-money-laundering (AML) and KYC professionals should understand as their financial institutions begin to implement FATCA alongside existing account opening and AML/KYC capabilities.

How we can help commodity pool operators How we can help commodity pool operators - October 2012
In February 2012, the CFTC approved rules that will require some private fund managers and investment companies to register with the CFTC as commodity pool operators.

CFPB national servicing standards proposal CFPB national servicing standards proposal - September 2012
The Consumer Financial Protection Bureau (CFPB) released proposed national servicing standards for comment for the Truth in Lending Act (TILA) and the Real Estate Settlement Procedures Act (RESPA).

Financial services regulatory practice: How we can help private fund advisers Form PF - How we can help asset managers - September 2012
The SEC and the CFTC adopted final rules to require registered advisers to private funds to file reports that would help the agencies assess systemic risk. Improved systems, processes and controls will enable information reporting and deliver benefits management reporting, investor reporting, financial reporting and risk management.

A fast take on the impact of the Dodd-Frank Act on asset management firms A fast take on the impact of the Dodd-Frank Act on asset management firms - April 2012
Several provisions of the Dodd-Frank Act impact the asset management industry, either directly as regulated investment advisers, or indirectly as participants in the markets. Here is a summary of how Dodd-Frank impacts asset managers.

The SEC adopts final rule on hedge fund filing - October 2011
The Securities and Exchange Commission (SEC) unanimously approved a final rule requiring registered advisers to private funds to report detailed information on new Form PF. The information will be used by the Financial Stability Oversight Council to gain insight into the activities of advisers, enhance its risk monitoring of the financial markets, and assess systemic risk.

FDIC Board to Consider Volcker Rule Proposal on October 11th - October 2011
The FDIC's Board will consider Proposed Rulemaking on the Volcker Rule at its next meeting on Tuesday, October 11, 2011 at 10:00 AM. The FDIC is the first Agency (the others are the Federal Reserve Board, OCC, SEC and CFTC) to consider a Volcker Rule proposal. Industry sources indicate a 60-day comment period is likely.

Integrating technology into your compliance program to improve effectiveness and efficiency Integrating technology into your compliance program to improve effectiveness and efficiency - October 2011
This paper discusses how technology can help financial services firms implement robust compliance programs which are increasingly important in the wake of the Dodd-Frank Act and other regulatory changes.

Avoiding the Headlines: How Financial Services Firms Can Implement Programs to Prevent Insider Trading Avoiding the Headlines: How Financial Services Firms Can Implement Programs to Prevent Insider Trading
Insider trading has become a top priority of prosecutors, with increased cooperation among civil and criminal regulators, both in the United States and abroad.