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Selling restrictions: Difference between revisions
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{{a|repack|{{image|selling restrictions|png|}}}}Ask a capital markets lawyer what a selling restriction ''is'', and you can expect a fulsome answer. She will happily provide reams of examples, inscrutable tracts, reciting ancient American [[Securities Act of 1933|securities laws]] and their associated [[Securities Exchange Act of 1934|apocrypha]], and alphanumeric codes referencing baffling delegated regulations of the European Parliament and of the Council, punctuated by [[RESIDENTS OF NEW HAMPSHIRE|block-capital harangues of New Hampshire residents]], and any flavour of local variations. She collects them like a schoolboy collects football cards, gluing them into a Panini album. | {{a|repack|{{image|selling restrictions|png|}}}}{{d|{{PAGENAME}}|/ˈsɛlɪŋ rɪsˈtrɪkʃənz/|n|}} | ||
Ask a [[Red-herring ninja|capital markets lawyer]] what a selling restriction ''is'', and you can expect a fulsome answer. She will happily provide reams of examples, inscrutable tracts, reciting ancient American [[Securities Act of 1933|securities laws]] and their associated [[Securities Exchange Act of 1934|apocrypha]], and alphanumeric codes referencing baffling delegated regulations of the European Parliament and of the Council, punctuated by [[RESIDENTS OF NEW HAMPSHIRE|block-capital harangues of New Hampshire residents]], and any flavour of local variations. She collects them like a schoolboy collects football cards, gluing them into a Panini album. | |||
Selling restrictions are the pages and pages of [[magic circle]] [[boilerplate]] that lend heft to a [[prospectus]]. They recite the public and private offering regulations in any jurisdiction in which the securities might possibly be offered, a catalogue of intercessory prayers offered by the arranger. | Selling restrictions are the pages and pages of [[magic circle]] [[boilerplate]] that lend heft to a [[prospectus]]. They recite the public and private offering regulations in any jurisdiction in which the securities might possibly be offered, a catalogue of intercessory prayers offered by the arranger. | ||
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On of the more pointless | On of the more pointless wastes of trees in the realm of securities marketing, selling restrictions to a [[Red-herring ninja|bond lawyer]] are almost as ineffable but tedious (ineffability and tedium being, of course related concepts) and infused with a sombre, ambulatory horror as [[netting opinion]]s are to an [[ISDA Ninja]]. There is no end of bother one can theoretically get into should one offer for sale in a place you are not to meant to, a commercial security. | ||
This is all deep lore, reflecting two facts: one, that one can “offer for sale” in a way that can get you deep in the schtook, a security without actually erecting a billboard and or advertising on the side of a bus; more psychologically fragile securities lawyers have been known to seek safe spaces at the mere casual mention of a tradable financial instrument; and two, there was once a time, many, mean years ago, where Belgian | This is all deep lore, reflecting two facts: one, that one can “offer for sale” in a way that can get you deep in the schtook, a security without actually erecting a billboard and or advertising on the side of a bus; more psychologically fragile securities lawyers have been known to seek safe spaces at the mere casual mention of a tradable financial instrument; and two, there was once a time, many, mean years ago, where [[Belgian dentist]]s, tax dodgers and other undesirable types could buy and sell securities literally out of the boot of the Citroën in which they had just collected them from the Luxembourg [[issue and paying agent]], and thus the practical controls on whom one could offer, or even sell, securities to were very limited. | ||
These days they are not: everything trades electronically, all is security controlled, hand-shaken, checked for money-laundering. | These days they are not: everything trades electronically, all is security controlled, hand-shaken, checked for [[Money laundering|money-laundering]]. Two-factor authenticated and encrypted, so that no-one has any excuse for knowing, or not knowing (or for that matter stopping) who they trade a given security with. | ||
{{sa}} | {{sa}} | ||
*[[Prospectus]] | *[[Prospectus]] | ||
*[[Red-herring ninja]] | |||