Foreign private issuers (FPIs) occupy a unique space in the securities laws as they are eligible to file on forms specifically designed for FPIs while at the same time they are generally subject to the same anti-fraud provisions of the securities laws as domestic issuers. To provide companies with an overview of the securities law issues relevant to foreign private issuers, we have prepared the following presentation. The presentation covers topics such as: (1) the rationale for foreign private issuer accommodations; (2) benefits of FPI status; (3) definition of an FPI; (4) overview of U.S. securities laws relating to FPIs; (5) trading FPI securities in the U.S.; (6) corporate governance requirements for listed FPIs; (7) life as a U.S. public company; (8) deregistration and delisting; (9) the Multijurisdictional Disclosure System; (10) Regulation S; (11) Rule 144A; and (12) the Cross-Border Tender Offer Rules.
