This week in London, Allen & Overy played host to the 7th Annual Institute on Securities Regulation in Europe.
Subtitled “A Contrast in EU & US Provisions” and widely recognised as the pre-eminent event of its kind, the Institute brings together a formidable array of leading practitioners, government regulators, investment bankers and in-house counsel from both sides of the Atlantic to discuss recent developments in and affecting law and practice in the international securities markets. More than 350 attendees participated in this year’s Institute – the largest to date – held in Allen & Overy’s Bishops Square conference facility over two days on 14-15 January 2008.
The Institute’s keynote address was delivered by John White, the Director of the Division of Corporation Finance at the U.S. Securities and Exchange Commission (SEC). The theme of Mr. White’s remarks and of the Institute’s opening sessions was “regulatory convergence.” The degree to which differences in securities regulatory requirements in the United States and the European Union can and should be eliminated in order to foster greater transparency and ease of access as between the two is a hot topic in international capital markets circles, with potentially enormous implications for the legal and financial services industries.
Mr. White highlighted a series of initiatives by the SEC aimed at reducing barriers to entry into the US public securities markets by non-US companies – most recently the adoption in December 2007 of long-mooted new rules that will permit companies in the EU and elsewhere to satisfy US listing and public offering requirements by filing financial statements prepared under International Financial Reporting Standards (IFRS) rather than producing accounts under or reconciled to US Generally Accepted Accounting Principles (US GAAP). Mr. White remained on the platform to participate in two panel discussions on regulatory convergence, including a provocative examination of the prospects for EU-US “mutual recognition” in the areas of securities offering and trading. Panel participants included Alexander Justham, Director of Market Infrastructure at the UK Financial Services Authority (FSA) and Ethiopis Tafara, Director of the Office of International Affairs at the SEC.
The Institute included panels on current trends in shareholder activism, private equity, leveraged finance and public M&A, as well as an informative (if sometimes chastening) exploration of “The View From In-House,” featuring senior counsel from Citigroup, Credit Suisse, Deutsche Bank, Goldman Sachs, Morgan Stanley and UBS.
Three Allen & Overy partners were included in the Institute’s faculty this year:
London-based US capital markets partner Daniel Epstein surveyed the recent developments with respect to IFRS and US GAAP as part of the opening regulatory convergence panel;
UK litigation partner Sidney Myers participated, along with Margaret Cole, the Director of Enforcement at the FSA, and Peter Bresnan, Deputy Director of the Division of Enforcement at the SEC, in a revealing discussion of trends in the enforcement area, including developments with respect to internal investigations and “co-operation” with regulators; and
Head of Risk and Compliance Heather McCallum addressed a series of challenging hypotheticals on the management of conflicts of interest as part of a panel entitled “What Every Securities Lawyer Needs to Know About Ethics.”
The programme’s sponsor, the Practising Law Institute (PLI), is a non-profit organisation, and the leading provider of continuing legal education in the United States. Although the annual Institute is PLI’s signature event in Europe, it has recently begun to roll out a series of half-day programmes in London throughout the year devoted to particular areas of law and practice. More information is available at http://www.pli.edu.
Allen & Overy US partners Jeffrey Golden and Daniel Epstein serve on PLI’s Securities Regulation in Europe Advisory Committee. Commenting, Mr. Epstein said: “We congratulate PLI on the success of this year’s Institute. The calibre of the faculty and the quality of the discussion were as high as ever, and the turnout was exceptional. Participants seemed to feel that the Bishops Square conference facility provided a first-class venue for the event, and we are very glad to have been able to support the Institute in this way.”
