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Securities Finance in 27 Jurisdictions Worldwide 2011 Contributing Editor: Mark Greene

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Securities Finance in 27 Jurisdictions Worldwide 2011 Contributing Editor: Mark Greene ® Securities Finance in 27 jurisdictions worldwide 2011 Contributing editor: Mark Greene Published by Getting the Deal Through in association with: Bahamondez, Alvarez & Zegers Ltda Bowman Gilfillan Inc Cajola & Associati Cravath, Swaine & Moore LLP Debarliev, Dameski & Kelesoska Attorneys at Law DLA Piper Australia Elvinger, Hoss & Prussen Ferrere Abogados Gide Loyrette Nouel Gorrissen Federspiel Gowling Lafleur Henderson LLP Harry Elias Partnership LLP JD Sellier + Co Kinstellar Lenz & Staehelin Luthra & Luthra Law Offices Mattos Filho, Veiga Filho, Marrey Jr e Quiroga Advogados Mayer Brown JSM MGAP Attorneys at Law Nagashima Ohno & Tsunematsu Sarie-Eldin & Partners Schoenherr Simont Braun SCRL Simon Tortell & Associates Slaughter and May Squire, Sanders & Dempsey (US) LLP Udo Udoma & Belo-Osagie contents ® Securities Finance Overview Mark Greene, Andrew Pitts and George Stephanakis Cravath, Swaine & Moore LLP 3 2011 Australia David Morris and Catherine Merity DLA Piper Australia 6 Contributing editor: Mark Greene Austria Ursula Rath and Christoph Moser Schoenherr 13 Cravath Swaine & Moore LLP Belgium Sandrine Hirsch and Vanessa Marquette Simont Braun SCRL 20 Business development managers Alan Lee Brazil Jean Marcel Arakawa and Vanessa Fiusa George Ingledew Robyn Hetherington Mattos Filho, Veiga Filho, Marrey Jr e Quiroga Advogados 27 Dan White Marketing managers Canada Eugene Chen, Martine Guimond, Brett A Kagetsu and Jason A Saltzman Ellie Notley Sarah Walsh Gowling Lafleur Henderson LLP 32 Marketing assistants Chile Matías Zegers and Gonzalo Rivera Bahamondez, Alvarez & Zegers Ltda 41 Alice Hazard William Bentley Denmark Søren Fogh and Michael Steen Jensen Gorrissen Federspiel 46 Sarah Savage Egypt Motaz Eldreny Sarie-Eldin & Partners 51 Subscriptions manager Nadine Radcliffe France Arnaud Duhamel Gide Loyrette Nouel 56 Subscriptions@ GettingTheDealThrough.com Germany Andreas Fillmann and Jörg Uhlmann Squire, Sanders & Dempsey (US) LLP 62 Assistant editor Hong Kong Patrick Wong and Noella Chow Mayer Brown JSM 72 Adam Myers Editorial assistant India The Securities and Finance Team Luthra & Luthra Law Offices 78 Lydia Gerges Italy Riccardo G Cajola Cajola & Associati 84 Senior production editor Jonathan Cowie Japan Masatsura Kadota and Shinichi Araki Nagashima Ohno & Tsunematsu 90 Chief subeditor Jonathan Allen Luxembourg Philippe Hoss Elvinger, Hoss & Prussen 95 Senior subeditor Kathryn Smuland Macedonia Elena Miceva and Dragan Dameski Debarliev Dameski & Kelesoska Attorneys at Law 101 Subeditors Davet Hyland Malta Simon Tortell, Adrian Cutajar and Nicholas Micallef Simon Tortell & Associates 105 Caroline Rawson Nigeria Yinka Edu Udo Udoma & Belo-Osagie 109 Editor-in-chief Callum Campbell Russia Svetlana London and Alexander Yurchik MGAP Attorneys at Law 114 Publisher Richard Davey Singapore Claudia Teo and Douglas Koh Harry Elias Partnership LLP 119 South Africa Ezra Davids, David Yuill and Ryan Wessels Bowman Gilfillan Inc 125 Securities Finance 2011 Published by Switzerland Jacques Iffland and Patrick Schleiffer Lenz & Staehelin 133 Law Business Research Ltd 87 Lancaster Road London, W11 1QQ, UK Trinidad and Tobago William David Clarke and Donna-Marie Johnson JD Sellier + Co 138 Tel: +44 20 7908 1188 Fax: +44 20 7229 6910 Turkey Halide Cetinkaya, Gamze Cigdemtekin and Tuna Cakirca Kinstellar 143 © Law Business Research Ltd 2011 No photocopying: copyright licences United Kingdom Peter Brien and Daniel Won Slaughter and May 149 do not apply. United States Mark Greene, Andrew Pitts and George Stephanakis Cravath, Swaine & Moore LLP 157 ISSN 1744-0939 Uruguay Diego Rodríguez Ferrere Abogados 165 The information provided in this publication is general and may not apply in a specific situation. Legal advice should always be sought before taking any legal action based on the information provided. This information is not intended to create, nor does receipt of it constitute, a lawyer–client relationship. The publishers and authors accept no responsibility for any acts or omissions contained herein. Although the information provided is accurate as of May 2011, be advised that this is a developing area. Printed and distributed by Encompass Print Solutions Tel: 0844 2480 112 Law Business Research GERMANY Squire, Sanders & Dempsey (US) LLP Germany Andreas Fillmann and Jörg Uhlmann Squire, Sanders & Dempsey (US) LLP Statutes and regulations Furthermore, the following European Union (EU) Directives were implemented in the aforementioned German rules and regulations, 1 What are the relevant statutes and regulations governing securities including Directive 2001/34/EC of 28 May 2001 on the admission offerings? Which regulatory authority is primarily responsible for the of securities to official stock exchange listing and on information to administration of those rules? be published on those securities; Directive 2002/65/EC of 23 Septem- Securities (debt and equity) offerings in the Federal Republic of Ger- ber 2002 concerning the distance marketing of consumer financial many (Germany) are governed by several relevant statutes and regu- services and amending Council Directive 90/619/EEC and Directives lations, in particular: 97/7/EC and 98/27/EC; Directive 2002/87/EC of 16 December 2002 • the Act Aimed at Hindering Unfair Securities and Derivatives on the supplementary supervision of credit institutions, insurance Transactions; undertakings and investment firms in a financial conglomerate, and • the Act for the Restructuring and Orderly Liquidation of Credit amending Council Directives 73/239/EEC, 79/267/EEC, 92/49/EEC, Institutions, for the Establishment of a Restructuring Fund for 92/96/EEC, 93/6/EEC and 93/22/EEC, and Directive 98/78/EC and Credit Institutions and for the Extension of the Limitation Period 2000/12/EC; Directive 2003/6/EC of 28 January 2003 on insider for Corporate Law Management Liability; dealing and market manipulation (market abuse); Directive 2003/71/ • the Bond Act; EC of 4 November 2003 on the prospectus to be published when • the Commission Regulation (EC) No. 2273/2003 of 22 Decem- securities are offered to the public or admitted to trading and amend- ber 2003 implementing Directive 2003/6/EC as regards exemp- ing Directive 2001/34/EC (Prospectus Directive); Directive 2004/25/ tions for buyback programmes and stabilisation of financial EC of 21 April 2004 on takeover bids; Directive 2004/39/EC of 21 instruments; April 2004 on markets in financial instruments (amending Coun- • the Commission Regulation (EC) No. 809/2004 of 29 April cil Directives 85/611/EC and 93/6 EEC and Directive 2000/12/EC, 2004 implementing Directive 2003/71/EC regarding information and repealing Council Directive 93/22/EEC – MiFID); Directive contained in prospectuses as well as the format, incorporation by 2004/109/EC of 15 December 2004 on the harmonisation of trans- reference and publication of such prospectuses, and dissemina- parency requirements in relation to information about issuers whose tion of advertisements; securities are admitted to trading on a regulated market, and amend- • the Commission Regulation (EC) No. 211/2007 of 27 February ing Directive 2001/34/EC; Directive 2005/60/EC of 26 October 2005 2007 amending Regulation (EC) No. 809/2004 implementing on the prevention of the use of the financial system for the purpose of Directive 2003/71/EC as regards financial information in pro- money laundering and terrorist financing; Directive 2006/49/EC of spectuses where the issuer has a complex financial history or has 14 June 2006 on the capital adequacy of investment firms and credit made a significant financial commitment; institutions; Directive 2009/65/EC of 13 July 2009 on the coordi- • the General Business Conditions for the Open Market of the nation of laws, regulations and administrative provisions relating Deutsche Börse AG on the Frankfurt Stock Exchange; to undertakings for collective investment in transferable securities • the German Banking Act (KWG); (UCITS); and the Directive of 11 November 2010 on Alternative • the German Civil Code (BGB); Investment Fund Managers and amending Directives 2003/41/EC • the Securities Trading Act (WpHG); and 2009/65/EC. • the Minimum Requirements for the Compliance function and The newly established European Securities and Markets Author- other behaviour, organisation and transparency obligations pur- ity in Paris (ESMA) (see Commission Regulation (EC) No. 1093/2010 suant to sections 31 et seq of the WpHG; of 24 November 2010) shall ensure the functioning of the internal • the Minimum Requirements for Risk Management for market by ensuring a high, effective and consistent level of regulation institutions; and supervision, taking into account the varying interests of all mem- • the Ordinance for the Ascertainment of the Prohibition of ber states. Such regulation and supervision shall, inter alia, protect Manipulation Practices (MaKonV); investors; ensure the integrity, efficiency and orderly functioning of • the Ordinance concerning the Admission of Securities to Official financial markets; safeguard the stability of the financial system; and Listing on a Stock Exchange (BörsZulV); strengthen international supervisory coordination for the benefit of • the Ordinance of Securities Trading Reporting and Insider List the economy at large including financial market participants and (WpAIV); other stakeholders, consumers and employees. The ESMA’s tasks also • the Sales Prospectus Act (VerkProspG); include promoting supervisory convergence and providing advice to • the Securities
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