• SEC Gives Guidance to Non-U.S. Broker-Dealers Through Rule 15a-6 FAQs
  • May 6, 2013
  • Law Firm: Jones Day - Cleveland Office
  • On March 21, 2013, the staff of the U.S. Securities and Exchange Commission’s Division of Trading and Markets (“SEC Staff”) released answers to frequently asked questions (“FAQs”) concerning Rule 15a-6 under the U.S. Securities Exchange Act of 1934. The Rule permits non-U.S. broker-dealers (“Foreign BDs”) to conduct certain activities vis-à-vis U.S. investors without having to register as broker-dealers with the SEC. The FAQs help Foreign BDs by clarifying how certain activities should be treated for purposes of the Rule. This Commentary summarizes certain key FAQs of interest to Foreign BDs engaging in transactions with persons in the U.S., either with or without Rule 15a-6 “chaperoning” arrangements in place.