TAILIEUCHUNG - Securities Lending Best Practices: A Guidance Paper for US Mutual Funds

Foreign investors are significant players in the equity market. Indeed, foreigners are majority investors, especially, in public offering market. Most non-resident investors are domiciled in the . and Europe, introducing an important link between the offering market and conditions overseas (see Figure 5). In August and September 2011, for example, there was no share issuance––several public offerings were canceled or postponed due to investors’ concerns on contagion risks from the euro zone. Cross-country analysis also shows that foreigners’ share in market capitalization has been higher than in other large emerging economies. . | Securities Lending Best Practices A Guidance Paper for US Mutual Funds Securities Finance Trust Company 2012 eSEC LENDING SECURITIES FINANCE TRUST COMPANY Acknowledgements We would like to express our sincere appreciation to the contributors of this paper who provided valuable insights suggestions and comments throughout the process. Among the working group of 37 participating mutual fund companies and related firms and associations we would like to specifically recognize the following individuals and organizations. Shannon Behara ACA Compliance Lance Doherty Pacific Life Rich Joslin Deutsche Asset Management Chris Kemp ACA Compliance Barbara Muinos Neuberger Berman Charlie Rizzo John Hancock Funds Brad Schafer Deutsche Asset Management John Schiavetta CFA AllianceBernstein Robert Wittie K L Gates Franklin Templeton Investments Putnam Investments The Mutual Funds Directors Forum This material is for your private information and does not constitute legal tax or investment advice. All material has been obtained from sources believed to be reliable but its accuracy is not guaranteed. The opinions expressed may differ from those with different investment philosophies. There is no representation or warranty as to the current accuracy of nor liability for decisions based on such information. Table of Contents Executive Summary - Background and Introduction 1 Section 1 - What is Securities Lending 2 Section 2 - Who Lends and Why 3 Section 3 - Who Borrows and Why 4 Section 5 - What Securities Can Be Lent 8 Section 6 - Types of Loans 9 Section 7 - What are the Risks How Can They Be Mitigated 12 Section 8 - The SEC What Are the Guidelines for Securities Lending by Funds 14 Section 9 - Approval and Oversight of Securities Lending Programs by Fund Boards .

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