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On 24 December 2024, the package of proposals amending EMIR to make EU derivatives clearing more attractive (EMIR 3.0) took effect. The EMIR 3.0 Regulation is available here. The EMIR 3.0 Directive is available here. These proposals seek to make derivatives clearing in the EU more attractive. EMIR 3.0 Regulation EMIR 3.0 refreshes clearing, risk mitigation and reporting requirements, adjusts certain exemptions from clearing and margining, and makes further miscellaneous updates (including a requirement to validate initial margin models). Validation of initial margin models is expressly required. We outline the principal changes under EMIR 3.0 relevant to financial counterparties, such as Irish funds. Two headline duties in the EMIR 3.0 Regulation — the active account obligations and the new framework for initial margin model validation (IMMV) — are anticipated to affect only a limited subset of Irish funds. Although most EMIR 3.0 measures apply from 24 December 2024, some provisions in the Regulation follow different commencement schedules. Changes to the Clearing Calculation EMIR 3.0 adds a...
Goods range from substantial, high-value assets like ships and aircraft to everyday stock in trade. The way a lender secures goods from a corporate chargor will turn on a variety of factors. This Practice Note sets out: what we mean by ‘goods’ which form of security suits different categories of goods, and whether any perfection steps apply when taking security over goods It does not address security over personal chattels (that is, goods owned by individuals). For guidance on taking security from individuals, see Practice Note: Key issues in taking security from individuals. What we mean by ‘goods’ Tangible assets Goods are physical, tangible assets, distinct from intangible assets such as intellectual property (see Practice Note: Taking security over intellectual property rights) and contractual rights (see Practice Note: Taking security over contractual rights)...
This Practice Note sets out essential tips for advising a client weighing a liability management transaction. Amid recurring market swings, issuers across numerous sectors periodically assess options such as debt buy-backs, tender or exchange offers, and consent solicitations. Such transactions enable an issuer to refinance or reorganise outstanding obligations and, in certain circumstances, to satisfy accounting, regulatory, or tax aims. The potential advantages can be considerable, ranging from signalling confidence to the market to avoiding more drastic measures. Extending debt maturities Recognising an accounting gain Deleveraging Securing possible regulatory capital benefits Enhancing financing flexibility Potentially forestalling a deeper restructuring or bankruptcy Demonstrating a positive outlook in an uncertain market environment Selecting the most suitable liability management route is critical, requiring issuer and counsel to weigh multiple considerations, as outlined below. Deciding between repurchases, tender or exchange offers, and consent solicitations will turn on the issuer’s objectives, constraints, and overall financial condition. Consider whether the transaction is an...
The appropriate section of the HMRC annual return to complete hinges on whether the relevant share appreciation right (SAR) or restricted stock unit (RSU) constitutes a securities option for the purposes of s 420(8) of the Income Tax (Earnings and Pensions) Act 2003. In both scenarios, the award counts as a securities option if it grants a legal entitlement to obtain shares, and this, in turn, is determined in practice by the precise terms of the award concerning the method by which settlement may actually occur...