Good practice on the securities market is promoted by statements, advice and information issued by the Swedish Securities Council. In this capacity, the council may assess actions by issuers or shareholders traded on Swedish regulated markets or multilateral trading facilities and issue statements concerning the interpretation of good practice.
The Swedish market for corporate bonds has grown rapidly over the past couple of years. Although major steps have been taken in order to establish a fully functional market, a number of legal uncertainties remain. Two issues likely to surface as the market continues to grow concern the agent's ability to represent noteholders in court and the validity of no-action clauses.
In June 2011 the EU Alternative Investment Fund Managers Directive was adopted by the European Parliament and Council. Following the implementation of the directive, several managers of funds that are presently not subject to supervision will be covered by the new regulation.
The Swedish Financial Supervisory Authority (FSA) recently published its supervision report for 2012. According to the report, the FSA has, among other things, initiated an investigation into complex products, worked on a special project on how owner and management assessments can be deepened and observed deficiencies regarding internal governance and control at Swedish firms.
The Swedish Financial Supervisory Authority and the China Securities Regulatory Commission recently entered into a memorandum of understanding on mutual regulatory cooperation in relation to the Chinese capital markets. The memorandum enables Swedish institutional investors – for the first time – to apply for a licence to invest directly in Chinese capital markets.
The Financial Supervisory Authority (FSA) recently submitted its response to the European Commission's proposal for the EU Markets in Financial Instruments Regulation and the EU Markets in Financial Instruments Directive II. This update summarises the key points of the FSA's opinion.
The Financial Supervisory Authority has introduced new regulations on variable compensation. With regard to employees whose actions can have a material impact on the firm's risk exposure, companies must apply the regulations and the general guidelines stipulated therein to all decisions regarding remuneration for the period before January 1 2010.
The Swedish Financial Supervisory Authority (FSA) has investigated over 100 financial institutions to identify problems and issues arising from the implementation of the EU Markets in Financial Instruments Directive. Its overall evaluation is that the institutions examined have taken steps to adapt to MiFID and that most fulfil the regulations' requirements. The FSA is planning several investigations based on its results.
Burgundy, a new Nordic marketplace for securities trading, has received regulatory approval from the Swedish Financial Supervisory Authority to operate a multilateral trading facility. The facility will aim to ensure high liquidity, low transactional costs, short response times and optimal execution. Burgundy aims to become a leader in the Nordic securities trading market.
The Financial supervisory Authority (FSA) has recently published a memorandum which proposes the introduction of eight principles which are intended to form the basis of its future regulatory, supervisory and enforcement activities. The principles represent what the FSA considers to be the fundamental obligations of regulated businesses.
A new Securities Market Act recently entered into force in order to implement the EU Markets in Financial Instruments Directive. While the directive set out the key features, significant parts of the transaction reporting provisions required additional specification in the implementing regulation. The regulation was based on extensive advice from the Committee of European Securities Regulators.
The government has recently presented Government Bill 2006/07:65 on the transparency requirements for listed companies, which implements the EU Transparency Directive. This update reviews the rules on information about major holdings in listed companies.
The interest of investors in equity index-linked notes has increased over the past years. The Financial Supervisory Authority has reviewed the information contained in prospectuses and marketing brochures and published the results of the investigation in a report. The report concluded that the manner in which the information was presented to investors was deficient.
Following the implementation of the EU Prospectus Directive, the Financial Supervisory Authority has approved and registered almost 140 prospectuses in accordance with the new legislation. The authority has recently published a handbook on prospectuses, which contains valuable information for both issuers and advisers when drafting and registering prospectuses.
A bill for the implementation of the EU Prospectus Directive was published in May 2005. Under the proposed legislation, the obligation to publish a prospectus is triggered where an offer is made to the public and where securities are admitted to trading on a regulated market. Among other things, the directive contains a new EU-wide definition of 'offers to the public'.
All Swedish companies on the Stock Exchange's A List and some Swedish companies on the O List must apply the Corporate Governance Code as soon as possible. They must have fully implemented the code before their 2006 annual general meeting. The code requires, among other things, that a special report on corporate governance be attached to the company's annual report.
As of July 1 2005, insider trading legislation has been extended to apply to all transactions in listed securities, whether on-market or off-market. Among other things, prohibition against trading on the basis of inside information has been extended to all persons with obtained inside information, irrespective of how and in which capacity that information was obtained.
On April 7 2005 the Stockholm Stock Exchange announced its decision to incorporate the Corporate Governance Code into the Stockholm Exchange's listing requirements. Like most similar foreign codes, the code is based on the principle of 'comply or explain'. The code can be assumed to apply to all companies listed on the Stockholm Exchange within two years.
A Swedish Corporate Governance Code has been drawn up to improve public confidence in Swedish business. The code is primarily intended to be applied by Swedish limited liability companies listed on a Swedish exchange or authorized marketplace, and the Stockholm Exchange is expected to include the code in its listing agreement.
The Stockholm Exchange's new listing requirements not only are more stringent, but also attempt to match regulations to standard practices. Company information policy, share price and board independence are all covered by the regulations, and companies must submit to a legal examination before being listed. Changes have also been made to the Listing Agreement.