ICMSA Bulletin 110428/17: Reminder on Record Dates Bulletin

The ICMSA would like to draw members’ attention to Bulletin 091116/13 of November 2009 in relation to the documentation and application of Record Dates in the International Market, relative to each of Bearer and Registered issuances.

The ICMSA draws attention to an ongoing practice by certain issuers of international instruments in global bearer form to insert a record date in their issuing documentation. Strictly speaking such terms are incompatible with bearer instruments, with ‘record date’ terminology typically referring to registrar’s records for registered securities.

ICMSA Bulletin 101115/15: Rating Agency Confirmations

The ICMSA has noted the tendency, especially in the context of structured finance transactions, to include provisions stating that any amendments to the transaction documents are dependent on a confirmation being received from one or more of the major rating agencies (Rating Agencies) that such amendments will not result in a change (or withdrawal) of the existing rating of the debt (RAC).

To provide clarity to the market, ICMSA has sought to summarise the approach taken and the policy adopted by the Rating Agencies with respect to the provision of RACs.

ICMSA Bulletin 100913/14: Treatment of Partial Redemptions

The ICMSA draws attention to certain anomalies and the lack of a standard process in relation to the treatment of partial redemptions of debt securities issued and held in Permanent Global Form within the ICSDs.

Practices that were developed for Bonds held in Definitive Form have been incorrectly defined and applied to terms and conditions for Global Bonds, and thus give rise to a number of practical as well as potential legal and documentary problems.

It is common place for “Drawings” to be maintained for partial redemptions on Global Bonds, which for practical purposes often had to be applied by the ICSDs by way of a pro rata reduction in the holding of each participant, and is then rounded to the nearest whole minimum denomination. This can lead to the minimum threshold for trading purposes being breached for certain holders preventing future trading of such holdings unless an amendment is made to the constituting documentation. In certain circumstances this could also lead to a potential breach of the minimum denomination requirements under the provision of the Wholesale Distribution provisions of the EU Prospectus Directive.

ICSDs’ New Safekeeping Structure

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