Book - Looseleaf

U.S. Regulation of the International Securities and Derivatives Markets, Twelfth Edition

U.S. Regulation of the International Securities and Derivatives Markets, Twelfth Edition

By Edward F. Greene, Alan L. Beller, Edward J. Rosen, Leslie N. Silverman, Daniel A. Braverman, Sebastian R. Sperber, Nicolas Grabar
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Wolters Kluwer Legal & Regulatory U.S.
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Dramatic changes in U.S. law have increased the need to understand the complex regulation of today’s global capital and derivatives markets. U.S. Regulation of the International Securities and Derivatives Markets is the first truly comprehensive guide in this dynamic regulatory arena. This completely updated Twelfth Edition was authored by a team of attorneys at Cleary Gottlieb Steen & Hamilton LLP, one of the foremost law firms in international finance.

U.S. Regulation of the International Securities and Derivatives Markets provides thoroughly up-to-date coverage of the SEC Securities Offering Reform rules, the impact of the Dodd-Frank Act and the Sarbanes-Oxley Act on public companies in the United States, and much more.

Advising clients on cross-border securities transactions means dealing with a tangle of complex rules and requirements. This comprehensive reference explains in detail virtually everything your clients might want to know, including:

  • The U.S. securities and commodities laws pertaining to foreign participants and financial products entering U.S. capital markets, and U.S. securities in international markets, including a comprehensive discussion of the requirements imposed by the Sarbanes-Oxley Act and the regulatory framework established by the Dodd-Frank Act.
  • The rules and regulations affecting each participant, including foreign banks, broker-dealers, investment companies and advisers, futures commission merchants, commodity pool operators, commodity trading advisors, and others
  • The rules and requirements behind different cross-border transactions, including private placements and Rule 144A, ADR programs, the U.S./Canadian MJDS, global offerings, and more
  • The principal European Union measures governing securities offerings and ongoing reporting in the European Union
  • Many additional regulatory issues, including enforcement and remedies, recent case interpretations, FINRA and other SRO rules, and much more

U.S. Regulation of the International Securities and Derivatives Markets, Twelfth Edition is by far the most comprehensive reference of its kind. This is the only desk reference covering all U.S. laws and regulations affecting international securities offerings and foreign participants in U.S. capital markets. It explains dozens of topics that simply cannot be found in any other published source—saving you valuable research time, you’ll have all the detailed information you need to guide clients through this dramatic new financial era.

ISBN: 9781454887379
SKU: 10046760-7777


  • Statutory and Regulatory Framework
  • SEC Registration Process for U.S. Public Offerings by Foreign Issuers
  • Foreign Issuer Disclosure in the U.S. Public Securities Market
  • Obligations of Reporting Foreign Issuers and Their Shareholders
  • Private Offerings in the United States by Foreign Issuers
  • Financings Outside the United States
  • Selected Practical Issues in Cross-Border Offerings
  • Selected EU Financial Services Directives on Securities Offerings and Ongoing Reporting
  • Reporting of Large Shareholdings, Tender and Exchange Offers and Business Combinations
  • The U.S.-Canadian Multijurisdictional Disclosure System
  • Enforcement of the U.S. Securities Laws


  • Classification of Securities and Derivative Instruments
  • Key Considerations for Derivatives End Users
  • Foreign and Foreign-Owned Broker-Dealers and Futures Commission Merchants
  • Foreign and Foreign-Owned Swap and Security-Based Swap Dealers
  • Foreign and Foreign-Owned Major Participants in Swaps and Security-Based Swaps
  • Foreign and Foreign-Owned Investment Advisers and Commodity Trading Advisors
  • Foreign Investment Companies and Commodity Pool Operators
  • Major Banking Law Considerations for Banks and Other Financial Companies in the International Securities Business

Appendix A—Guide to Locating Relevant Forms, Statutes, Rules and Regulations

Appendices B-H—Text of Selected E.U. Directives

Table of Cases

Table of SEC Releases

Table of No-Action Letters

Table of Federal Reserve Board Orders

Table of CFTC Interpretative Letters