US regulatory issues—debt capital markets

This overview is a guide to the Banking & Finance content within the US regulatory issues—debt capital markets subtopic, with links to appropriate materials.

Introduction

The most relevant US provisions applicable to international debt securities offerings outside the US are:

•
the exemptions granted under Rule 144A and Regulation S of the Securities Act of 1933 (the Securities Act), and
•
US Treasury Regulations section 1.163 5(c)(2)(i)(C) and (D) (TEFRA C and D Rules)

The US regulatory bodies with most relevance to international securities issues (and to related derivatives transactions) are

•
the Securities and Exchange Commission (SEC), and
•
the Commodity Futures Trading Commission (CFTC)

For more information about US regulation of debt capital markets, see Practice Notes: USA—Financial services regulation essentials and US regulation of debt capital markets—one minute guide.

For more information about the SEC and the CFTC, see Practice Note: USA—The US regulators.

In addition to the SEC, which oversees federal securities laws, most US states have their own agency responsible for enforcing local securities

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