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SEC Considers Stricter Securities Lending Rules

by Glen Shapiro, LawAndTax-News.com, New York

08 October 2009

Mary Schapiro, chairman of the Securities and Exchange Commission, has chaired two days of round table meetings to discuss the need for more transparency and possible restrictions on the multi-billion dollar securities lending market.

Generally thought of as low risk, the activity becomes another destabilizing factor in times of economic crisis.

Securities lending is used by mutual funds, exchange-traded funds (ETFs) and other institutional investors to generate extra returns from their assets by lending out shares against cash collateral. Borrowers are typically hedge-funds or other short-sellers, who sell the borrowed shares in the expectation of buying them back at a lower price before returning them to the lender.

The SEC has said it is considering possible new rules on securities lending practices amid concerns of the lack of a central public marketplace that displays quotes and also potential conflicts. The discussion focused on institutional lending, which accounts for the bulk of the market , which, despite the financial crisis of 2008, totalled USD400bn for stock lending on a global basis as at June 30 - down from the peak of USD850bn in 2007, but the trend is turning up again.

"Securities lending was once thought to be a way to earn a few extra points of return, with little or no risk," said Schapiro. "Events of last year reveal the risk was present. As a result, we need to consider ways to enhance investor-oriented oversight of this multi-trillion dollar market."

Chairman Schapiro added: "We also must focus on a flip-side of securities lending — short selling. That's why the roundtable will also examine potential short sale pre-borrow and hard locate requirements and short sale disclosures."

Panel topics included discussions of securities lending practices, possible short sale pre-borrowing requirements and additional short sale disclosures.

Roundtable participants included representatives of corporate issuers, financial services firms, beneficial owner lenders, lending agents, borrowers of securities, self-regulatory organizations, international regulators and the academic community.

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