Subjects:

Banking and Finance

Contents:

Introduction

1 The US Federal Securities Laws and the Securities and Exchange Commission

Mark Berman

Threadneedle Asset Management Limited

2 US-Registered Offers

Ottilie L Jarmel

Shearman & Sterling LLP

3 Private Placements, Regulation S and Related Developments

Richard M Kosnik, Gene Kleinhendler

Jones Day

Kleinhendler, Hodak, Halevy, Greenberg & Co.

4 Financial Information: Accounting and Disclosure

Abigail Arms

Shearman & Sterling LLP

5 US/European Cross-Border M&A: Regulatory Framework and Recent Developments

Scott Simpson

Skadden Arps

6 Fund Managers, Investment Advisers and Funds

Barry P Barbash

Simon FT Cox

Shearman & Sterling LLP

Norton Rose

7 Broker–

Dealer Regulation

Mark Berman

Steven F Gatti

Threadneedle Asset Management Limited

Clifford Chance US LLP

8 Developments in International Regulation and Enforcement

Michael D Mann, William P Barry

Richards Spears Kibbe and Orbe

9 Enforcement of US Securities Laws

Colleen P. Mahoney

Skadden Arps LLP

Now in its fifth extended edition, SEC Regulation Outside the United States is the definitive guide to how the US federal securities laws and the rules and regulations of the SEC apply outside the United States. It is the only publication of its kind in the world. The book explains how and why the SEC asserts jurisdiction outside the United States and provides comprehensive guidance to non-US entities and persons on US securities laws and SEC regulations.

The SEC's new Securities Offering Reforms are the most important development in more than 30 years and are coming into force. The Reforms change significantly the manner in which securities are offered and sold and how to communicate with investors. This book is the only publication of its kind in the world to explore not only how the US federal securities laws and SEC rules and regulations apply outside the United States, but to explain how the Securities Offering Reforms apply to you.

It Additionally covers:-

• SEC operations
• registered offers and private placements
• fund and investment adviser regulation
• enforcement
• regulatory relationships
• broker-dealer regulation and ALM issues
• cross-border tender offers