Chaperone Agreement Deutsch
The FAQs confirm that foreign comics that have entered into reflection agreements under Rule 15a-6 (a) (a) (3) under Rule 15a-6 (a) (2) may continue to transmit research reports directly to the institutions. Chaperones have no obligations regarding research reports if the Chaperon is not involved in the distribution of the report, although they are required to keep records of research reports when they are provided. Foreign comics with accompanying agreements should bear in mind that all securities transactions examined in research reports distributed in accordance with Rule 15a-6, paragraph 2, must still be carried out through accompanying products in accordance with Rule 15a-6 a (3). Are you an investment professional working outside the U.S. who is interested in showing your investment mandates to U.S. institutional investors? If so, you may be able to work under a Chaperone agreement, as described in Rule 15a-6 of the Securities Exchange Act of 1934. After the monitoring exemption, foreign companies can discuss securities with U.S. investors without registering as U.S. brokers. Instead, they may work through a FINRA “Chaperone” affiliate if the following conditions are met (note that this is not a comprehensive summary): a foreign comic and its U.S. chaperone must put in place appropriate compliance procedures for the companion to meet its obligations if the confirmations and statements sent by Foreign BD meet these requirements. If the confirmations and statements provided by Foreign BD do not comply with these requirements, the companion must send separate confirmations and returns in accordance with the requirements.
[14] The FAQs also confirm (i) that the expanded vision of SEC staff on the broader vision of investors eligible for MUSII treatment, presented in the letter of the Nine Enterprises, contains all the provisions of the application of Rule 15a-6, and (ii) contains guidelines regarding capital requirements and other regulatory capital and registration requirements for SEC-registered brokers who act as Chaperones in accordance with Rule 15a-6. The letter from Nine Firms provided considerable relief by expanding the musii definition to all businesses (including businesses and partnerships) that hold or control more than $100 million in assets and investment advisors (including those not registered with the SEC) with more than $100 million in financial assets under management. The Nine Firms letter also allowed foreign comics to make some un accompanied oral communications with U.S. institutional investors and a few non-chaotic visits to MUSIIs and to transfer funds or securities directly to a U.S. institutional investor or MUSII in foreign securities transactions, although the activity of custodian of U.S. investment funds or securities is not permitted. Joseph E. BauerschmidtSingapore+65.6233.5533jbauerschmidt@jonesday.com Rule 15a-6 is considered a great success in allowing foreign comics, especially those with rosary arrangements, to access American investors.
However, there were also problems with the general rule and questions about its likely interpretation by the SEC staff, which in some cases limited their usefulness. [10] Seven companies and nine corporate letters. [19] FaQs confirm that foreign comics, without registered SEC broker partners, may also be in position on the positions described in the letters from Seven Firms and Nine Firms described above. These positions are very important to facilitate the usefulness of Article 15 bis-6.