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Paola Lucantoni Economic and Financial Market Law.

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Presentation on theme: "Paola Lucantoni Economic and Financial Market Law."— Presentation transcript:

1 Paola Lucantoni Economic and Financial Market Law

2 Financial Instruments 1.(a)Transfera ble securities. 1. (b)Units in collective investment undertakings. 2.Money- market instruments. 3. Derivatives

3 Derivatives A.Financial-futures contracts, including equivalent cash- settled instruments. B.Forward interest- rate agreements (FRAs). 5C.Interest-rate, currency and equity swaps. D.Options to acquire or dispose of any instruments

4 Transferable securities those classes of securities which are normally dealt in on the capital market, such as government securities, shares in companies, negotiable securities giving the right to acquire shares by subscription or exchange, depositary receipts, bonds issued as part of a series, index warrants and securities giving the right to acquire such bonds by subscription;

5 money-market instruments those classes of instruments which are normally dealt in on the money market such as treasury bills, certificates of deposit and commercial paper;

6 instrument equivalent to a financial- futures contract means a contract which is settled by a payment in cash calculated by reference to fluctuations in interest or exchange rates, the value of any instrument listed in Section B of the Annex or an index of any such instruments;

7 Financial Services 1.(a)Reception and transmission, on behalf of investors, of orders in relation to one or more of the instruments listed in Section B. (b) Execution of such orders other than for own account. 2.Dealing in any of the instruments listed in Section B for own account. 3.Managing portfolios of investments in accordance with mandates given by investors on a discriminatory, client-by- client basis where such portfolios include one or more of the instruments listed in Section B. 4.Underwriting in respect of issues of any of the instruments listed in Section B and/or the placing of such issues.

8 Execution of orders on behalf of clients to purchase or sell a security (share, Government security, etc.) we can contact an intermediary who carries out the order execution service on behalf of clients the intermediary must be authorized the intermediary trades the security choosing from among several trading venues: organized markets Organized markets are places for the exchange of securities, admitted beforehand for trading on said markets, where the purchase and sale proposals of several operators come together in an organized manner and on the basis of pre-determined rules giving rise to the finalization of contracts multi-lateral trading facilities places where numerous purchase and sale proposals come together for the finalization of contracts. They can be run by the management company of the organized markets or by asset management and investment firms (SIMs) and banks internalization of the order is a bank or an asset management and investment firm which, upon the request of the client, sells its financial instruments or directly acquires them from said client, therefore operating as "direct counterpart"

9 Trading on own account the intermediary, upon the instructions of the client, sells its own financial instruments or purchases them directly from the client (the intermediary operates as "direct counterpart"). commits "own positions" and in other words satisfies the investment or divestment requirements of the clients by means of financial instruments already present in its own portfolio; enters into the purchase/sale contract as the direct counterpart of the clients executes the orders of the clients the intermediary who trades on own account must not only be authorized for this service but, also, for the execution of orders in behalf of clients service

10 Management of multi-lateral trading facilities match purchase and sale proposals originating from numerous operators, on the basis of pre-established rules trading venues which the intermediary/executor of orders uses for the purpose of achieving the best possible result for the clients similar to organized markets the difference: can be managed not only by organized market management companies but also by asset management and investment firms and banks authorized to provide this service

11 Reception and transmission of orders the intermediary who has received a purchase or sale order does not execute it directly (as the executor of orders would), but forwards it to another intermediary for its execution Reasons Via the order transmission service, we delegate our intermediary with the choice of another intermediary who will have to execute the order. the transmitter of the order who will have to identify the intermediary capable of obtaining the best possible result

12 Subscription and/or placement with or without firm commitment underwriting or stand-by commitments to issuers The companies which issue financial instruments generally offer them to investors via public offers The offer takes place via intermediaries who contact the investors by means of distribution networks (bank branches, financial advisors, etc.). the subscription and/or placement service involves the distribution of financial instruments, as part of a standardized offer, on the basis of an agreement with the issuer (or offerer).

13 Subscription and/or placement with or without firm commitment underwriting or stand-by commitments to issuers Subscription takes place when the securities offered are newly issued and are introduced for the first time onto the market. Placement takes place when the securities have already been issued and are subsequently resold Without: the intermediary undertakes just the obligation to seek the parties from among the general public interested in subscribing or purchasing the financial instruments to be placed; the risk of failure in the placement encumbers the issuer alone. With: the intermediary personally undertakes the risk of the successful outcome of the transaction. If some securities should remain unsold, the intermediary/placer remains the owner thereof, if it had purchased them beforehand, or would be obliged to purchase them itself if it had undertaken a guarantee in this sense

14 Portfolio management To appoint an intermediary to invest all or part of your assets in financial instruments The intermediary will decide on our behalf which financial instruments will make up our portfolio so as to turn it to account and will also see to all the transactions necessary for purchasing or selling them. If we wish, we ourselves can order the purchase or sale of specific securities.

15 Investment advice Investment advice is an investment service where the advisor, upon his own initiative or on the request of the client, provides personalized advice or recommendations regarding one or more transactions relating to a specific financial instrument. Personalized advice and recommendations means that these are presented as adapted to the client or based on their characteristics. Recommendations and advice targeted at the public by means of the mass media (newspapers, television, internet, etc.) are therefore not advisory services.

16 Accessory services custody and administration of financial instruments; - rental of safety deposit boxes; - granting of loans for carrying out transactions relating to financial instruments in which the party who grants the loans takes part; - advice to businesses concerning financial and industrial structure and regarding the merger and buy-out of businesses; - services associated with the issue or the placement of financial instruments; - research on the subject of investments, financial analysis or other forms of general recommendation regarding financial instruments; - trading intermediation associated with the provision of investment services

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