Cross-border: Equity Capital Markets

This Note summarizes key provisions of the Jumpstart Our Business Startups (JOBS) Act relating to Exchange Act registration.

This Note summarizes key provisions of the Jumpstart Our Business Startups (JOBS) Act relating to general solicitation and advertising in securities transactions exempt from registration under Rule 506 of Regulation D and Rule 144A under the Securities Act of 1933.

This article examines the two basic models for covered bonds, together with the benefits of covered bonds for investors and issuing institutions. The prospects for the introduction of US legislation on covered bonds are analysed, along with future developments for Europe, the US and cross market. This article is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to debt capital markets law in Cayman Islands. The Q&A gives an overview of main debt markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, timetables, tax, clearing and settlement, continuing obligations and reform. To compare answers across multiple jurisdictions visit the Debt capital markets country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to debt capital markets law in Japan. The Q&A gives an overview of main debt markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, timetables, tax, clearing and settlement, continuing obligations and reform. To compare answers across multiple jurisdictions visit the Debt capital markets country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to debt capital markets law in South Africa. The Q&A gives an overview of main debt markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, timetables, tax, clearing and settlement, continuing obligations and reform. To compare answers across multiple jurisdictions visit the Debt capital markets country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to debt capital markets law in Switzerland. The Q&A gives an overview of main debt markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, timetables, tax, clearing and settlement, continuing obligations and reform. To compare answers across multiple jurisdictions visit the Debt capital markets country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to debt capital markets law in the United States. The Q&A gives an overview of main debt markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, timetables, tax, clearing and settlement, continuing obligations and reform. To compare answers across multiple jurisdictions visit the Debt capital markets country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to equity capital markets law in Canada. The Q&A gives an overview of main equity markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, marketing, bookbuilding, underwriting, timetables, stabilisation, tax, continuing obligations and de-listing. To compare answers across multiple jurisdictions visit the Equity capital markets country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to equity capital markets law in Germany. The Q&A gives an overview of main equity markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, marketing, bookbuilding, underwriting, timetables, stabilisation, tax, continuing obligations and de-listing. To compare answers across multiple jurisdictions visit the Equity capital markets country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to equity capital markets law in Japan. The Q&A gives an overview of main equity markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, marketing, bookbuilding, underwriting, timetables, stabilisation, tax, continuing obligations and de-listing. To compare answers across multiple jurisdictions visit the Equity capital markets country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to equity capital markets law in South Africa. The Q&A gives an overview of main equity markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, marketing, bookbuilding, underwriting, timetables, stabilisation, tax, continuing obligations and de-listing. To compare answers across multiple jurisdictions visit the Equity capital markets country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to equity capital markets law in Switzerland. The Q&A gives an overview of main equity markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, marketing, bookbuilding, underwriting, timetables, stabilisation, tax, continuing obligations and de-listing. To compare answers across multiple jurisdictions visit the Equity capital markets country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to equity capital markets law in the United States. The Q&A gives an overview of main equity markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, marketing, bookbuilding, underwriting, timetables, stabilisation, tax, continuing obligations and de-listing. To compare answers across multiple jurisdictions visit the Equity capital markets country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to capital markets law in Spain. The Q&A gives an overview of main equity and debt markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, marketing, bookbuilding, underwriting, timetables, stabilisation, tax, continuing obligations and de-listing. To compare answers across multiple jurisdictions visit the Capital Markets Country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

On 28 February 2012, the Bank of Georgia announced the completion of its migration to a premium listing of shares on the main market of the London Stock Exchange (LSE). The bank's global depositary receipts (GDRs) had been listed on the LSE since 2006 and it was felt a move to a premium share listing would enhance liquidity. It is the latest in a series of Eastern European companies that have stepped up from their existing GDR listing to a premium share listing, thereby opening up the chance to join the FTSE UK indices. For example, miners Evraz and Polymetal both made the switch from GDRs to a premium listing in November 2011. Other companies from the region, and beyond, are known to be considering the benefits of following the same path. Issuers in Eastern Europe and other emerging markets looking to tap the London capital markets have typically done so through the issuance and listing of GDRs. This article considers why other GDR issuers are also now considering moving to a premium listing.

A Q&A guide to debt capital markets law in Argentina. The Q&A gives an overview of main debt markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, timetables, tax, clearing and settlement, continuing obligations and reform. To compare answers across multiple jurisdictions visit the Debt capital markets country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to debt capital markets law in Belgium. The Q&A gives an overview of main debt markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, timetables, tax, clearing and settlement, continuing obligations and reform. To compare answers across multiple jurisdictions visit the Debt capital markets country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to debt capital markets law in Hong Kong. The Q&A gives an overview of main debt markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, timetables, tax, clearing and settlement, continuing obligations and reform. To compare answers across multiple jurisdictions visit the Debt capital markets country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to debt capital markets law in Indonesia. The Q&A gives an overview of main debt markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, timetables, tax, clearing and settlement, continuing obligations and reform. To compare answers across multiple jurisdictions visit the Debt capital markets country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to debt capital markets law in the Russian Federation. The Q&A gives an overview of main debt markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, timetables, tax, clearing and settlement, continuing obligations and reform. To compare answers across multiple jurisdictions visit the Debt capital markets country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to capital markets law in Austria. The Q&A gives an overview of main equity and debt markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, marketing, bookbuilding, underwriting, timetables, stabilisation, tax, continuing obligations and de-listing. To compare answers across multiple jurisdictions visit the Capital Markets Country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to capital markets law in France. The Q&A gives an overview of main equity and debt markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, marketing, bookbuilding, underwriting, timetables, stabilisation, tax, continuing obligations and de-listing. To compare answers across multiple jurisdictions visit the Capital Markets Country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to equity capital markets law in Belgium. The country-specific Q&A looks at main equity markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, marketing, bookbuilding, underwriting, timetables, stabilisation, tax, continuing obligations and de-listing. To compare answers across multiple jurisdictions visit the Equity Capital Markets Country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to equity capital markets law in India. The Q&A gives an overview of main equity markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, marketing, bookbuilding, underwriting, timetables, stabilisation, tax, continuing obligations and de-listing. To compare answers across multiple jurisdictions visit the Equity Capital Markets Country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

A Q&A guide to equity capital markets law in Italy. The Q&A gives an overview of main equity markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, marketing, bookbuilding, underwriting, timetables, stabilisation, tax, continuing obligations and de-listing. To compare answers across multiple jurisdictions visit the Equity Capital Markets Country Q&A tool. This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarkets-mjg.

This chapter provides a brief overview of the principal structuring, legal, tax, regulatory and accounting considerations related to the issuance of hybrid securities. For a full list of contents visit www.practicallaw.com/capitalmarkets-mjg.

This article examines the proactive approach that Swiss regulators have taken in implementing financial sector regulation to ensure the Swiss financial services industry remains resilient in the wake of the global financial crisis, focusing on the Basel III framework. For a full list of contents visit www.practicallaw.com/capitalmarkets-mjg.

This chapter provides an overview of the current practice in relation to the buyback of equity and debt securities in the Swiss capital markets. This article is part of the PLC multi-jurisdictional guide to Capital Markets. For a full list of contents visit www.practicallaw.com/capitalmarketshandbook.

A Q&A guide to capital markets law in Norway. The Q&A gives an overview of main equity and debt markets/exchanges, regulators and legislation, listing requirements, offering structures, advisers, prospectus/offer document, marketing, bookbuilding, underwriting, timetables, stabilisation, tax, continuing obligations and de-listing. For a full list of recommended capital markets law firms and lawyers in Norway, please visit PLC Which lawyer? This Q&A is part of the PLC multi-jurisdictional guide to capital markets law. For a full list of jurisdictional Q&As visit www.practicallaw.com/capitalmarketshandbook.

The European Commission's proposal for a new regulation on OTC derivatives, published on 15 September 2010, mirrors the Dodd-Frank Act. This article examines current OTC derivatives clearing, documentation for CCP clearing models, key legal and operational issues with moving OTC trades to a central clearing platform and the Commission's proposals for OTC derivatives clearing and the equivalent proposals under the Dodd-Frank Act. This article is part of the PLC multi-jurisdictional guide to Capital Markets. For a full list of contents visit www.practicallaw.com/capitalmarketshandbook.

This chapter provides an overview of important Swiss regulatory changes and Swiss "too big to fail" legislative proposals in light of the global financial crisis. It also examines important new capital instruments and proposed related changes to Swiss tax law. This article is part of the PLC multi-jurisdictional guide to Capital Markets. For a full list of contents visit www.practicallaw.com/capitalmarketshandbook.

Some of the main drivers of recent market practice developments on rights issues have been underwriting practices, institutional investor concerns, disclosure and timetable issues and regulation of short selling. This article examines each of these areas, looks at some of the main market practice points and reviews the status of market reform initiatives.

This article discusses the amendments adopted on September 19, 2008 by the US Securities and Exchange Commission (SEC) to the rules governing cross-border tender offers, exchange offers, rights offerings and business combination transactions and the reasons for and impact of these changes. These amended rules come into effect December 8, 2008.

An outline of the principal civil liability provisions that typically affect securities offerings.This article is part of the PLC US Special Report, which was published to mark the launch of PLC's first US services.

This tool enables subscribers to search the debt capital markets country Q&A in the Capital Markets multi-jurisdictional guide by question and jurisdiction. Simply select the questions and the jurisdictions that you are interested in and click the "submit" button. Please note that the law stated dates for each jurisdiction covered may not be the same. To check the law stated dates for each jurisdiction, please visit the individual article. Please also note this project is currently being updated so the Q&A tool will not include all available jurisdictions in this subject area.

Commission Delegated Regulation (486/2012/EU) of 30 March 2012 amending the Prospectus Regulation (809/2004/EC) as regards the format and content of the prospectus, the base prospectus, the summary and the final terms and as regards the disclosure requirements has been published in the Official Journal.

On 23 October 2008, the influential US Court of Appeals for the Second Circuit considered for the first time a so-called "foreign-cubed" case; that is, a securities fraud claim brought by a non-US investors against non-US defendants based on securities transactions outside the US. The court's analysis provides important guidance on activities that could bring non-US entities within the reach of US securities fraud litigation.