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Financial Services Regulation

Sector focused legal advice for financial services

Our lawyers provide business critical regulatory advice to financial services businesses and others affected by financial regulation. We understand the global regulatory framework for financial institutions, including the core principles of regulation as set out by the IAIS, IOSCO and the BCBS, as well as new regimes which are still in the course of implementation such as Basel III, Solvency II and MiFID II, and how businesses will be impacted by them.

What we do in Financial Services Regulation

We provide our clients with business critical regulatory advice when acting on behalf of clients seeking authorisation of their businesses, during the course of trading (handling client monies, compliant conduct of business activities), in respect of their interface with the relevant regulators (inspection visits, regulatory filings, investigations and disciplinary proceedings), major developments such as substantial outsourcings, new products and business lines, restructuring, acquisitions and disposals, joint ventures, and end of life scenarios including business transfer (Part VII) schemes and schemes of arrangement.

We focus on the regulation of three main sectors of financial services:

Insurance and Reinsurance Regulation

We advise on domestic and cross-border regulation at all stages of the business cycle, including:

  • Start-up feasibility studies for life and general insurance businesses, including choice of vehicle and location for new underwriting and mediation businesses, and redomiciling of existing businesses.
  • Structuring compliant cross-border (re)insurance programmes, including product compliance, passporting, fronting and collateral issues.
  • Systems and controls, including compliance procedures and manuals, and dealing with system failures.
  • Solvency II, including group supervision issues for groups headquartered outside the EU.

Derivatives and Commodity Trading Regulation

We advise financial institutions and market members, participants and users on all aspects of their business in trading, reporting and clearing over-the counter (OTC) derivatives such as swaps, exchange traded derivatives (ETD) including futures and options, and on dealings in energy and other commodities, and related instruments such as emissions and capacity.

Our advice in this area includes:

  • Assistance with authorisation/licensing applications to financial, energy and emissions regulators.
  • Structuring business to minimise regulatory impact.
  • Compliance with the extensive new derivatives regulations, including requirements in respect of collateral and other risk management, and adapting dealing documentation.
  • Structuring and documenting derivatives transactions.
  • Advising on market conduct issues.
  • Advising exchanges and other market infrastructure on regulatory and contract issues.

Banking and Investment Services Regulation

We advise commercial and investment banks, brokers, investment managers, advisers and other intermediaries (including exchanges) on their institutional arrangements, commercial activities and applicable regulation. We also advise other clients on the impact of financial regulation on their business and transactions – for example, money laundering and insider dealing laws.

Our advice covers such matters as:

  • Structuring new business vehicles or lines, and help in obtaining requisite authorisations/permissions.
  • Compliance with national and state regulatory requirements (and EU requirements where applicable).
  • Capital and other regulatory implications of credit, structured transactions and trading arrangements.
  • Conduct of business rules in wholesale and retail credit, securities and investment product markets.
  • Governance and control issues.
  • Marketing and distribution of financial products.

Our experience in Financial Services Regulation

Insurance and Reinsurance Regulation

  • Establishing a Shariah compliant reinsurer operating across Europe.
  • Advising on systems and controls under the Iranian and Libyan financial sanctions regimes. Assisting discussions with regulatory authorities to obtain licences.
  • Advising on the application of financial services customer protection schemes throughout the EU.
  • Advising on the practical and regulatory issues involved in a substantial loss of personal data by a life insurer, including negotiations with the Information Commissioner's Office and dealing with the company's regulators.
  • Advising on and monitoring regulatory investigations and enforcement actions both within and outside the EU.
  • Advising Canopius on establishing its Zurich reinsurance platform.
  • Advising Kiln and Omega on redomiciling from the UK to Bermuda and relisting on the London Stock Exchange.

Derivatives and Commodity Trading Regulation

  • Supporting a London-based international futures broker in implementing new EU rules on reporting, clearing and collateralising derivatives.
  • Advising an international oil trading group on structuring its business to benefit from regulatory exemptions.
  • Advising a European bank on a structured emissions swap, and an energy company on a real estate swap.
  • Assisting an international provider of CFD (contracts for differences) trading services to obtain authorisation in the UK.
  • Advising a global commodities trader on certain exchange rules affecting off-exchange trading.
  • Advising an South-East Asian financial institution on an equity option.
  • Advising various clients on their claims in the administrations of Lehman and MF Global.
  • Multi-jurisdictional legal and regulatory surveys for major investment banks trading oil, gas and other energy products.
  • Advising a US utility on credit exposures through dealing on a UK exchange and/or clearing transactions through its clearing house.

Banking and Investment Services Regulation

  • Advising Middle East capital on the authorisation process to be complied with to set up a UK financial institution.
  • Advising on the detailed provisions of the FSA Handbook for various clients, including client money issues and the application of the Financial Services Compensation Scheme).
  • Advising on money laundering issues, including transfers to and from the US, ransom payments, and countries subject to sanctions.
  • Advising a European bank with UK sales on the implications of new UK retail distribution rules.
  • Advising on UK marketing and distribution of equity linked instruments.
  • Advising an international group on the UK regulation of credit reference agencies (credit bureaux).
  • Advising a UK banking subsidiary on collateral and netting issues, and capital treatment, in relation to a state-supported asset financing.
  • Advising a European exchange on a potential new trading platform.

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