The Dodd-Frank Act and the Pending Regulation of Securitization

November 4, 2010

In the wake of recent wide-reaching financial reform legislation, the financial services industry is faced with regulations that will profoundly affect the securitization process. In this seminar, we provided an overview of some of the key aspects of the Dodd-Frank Wall Street Reform and Consumer Protection Act as it relates to securitizations. We also explored the interplay of Dodd-Frank with the recently adopted FDIC "safe harbor" rule and the SEC's proposed changes to Regulation AB, and other rules and regulations under the federal securities laws. In addition, we identified some fundamental issues and inconsistencies in the approaches of the different proposals, and offered suggestions for how the regulators might address and reconcile some of these issues and inconsistencies.

The following topics were addressed:

  • Risk retention
  • Substantive asset-class disclosure requirements and regulations, including effects on private/Rule 144A offerings
  • Enhanced regulation of credit rating agencies and the impact on other securitization participants
  • Impact of Dodd-Frank on structuring transactions involving credit default swaps
  • The effect of Dodd-Frank on commercial paper conduits


Members of Kaye Scholer's Structured Finance Group

  • Henry G. Morriello, Moderator
  • William J. Cullen
  • William J. Fellerhoff
  • Daniel J. Hartnett
  • Eric P. Marcus
  • Madeleine M.L. Tan
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