Importance of Continuous Disclosure Filings by Registrants

Trinidad and Tobago Securities and Exchange Commission

The Trinidad and Tobago Securities and Exchange Commission (TTSEC), as the regulator of the securities industry, utilizes various mechanisms in discharging its statutory mandate to protect the rights and interests of investors. 

Among the mechanisms employed by the TTSEC to promote investor protection, is by ensuring registrants disclose all relevant information necessary for investors to make the investment decision that best serves their needs and risk appetite. This is referred to as a disclosure-based system of regulation. In a disclosure-based system of regulation, the regulator attempts to ensure that investors are provided with the necessary information about the products and players in the market; in order to make an informed investment decision. It is important to note that the TTSEC does not attempt to tell investors whether an investment opportunity is good or bad for them.

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Handling Investor Complaints

Trinidad and Tobago Securities and Exchange Commission (“TTSEC”) is charged with reviewing and investigating all complaints and ‘tips’ received in relation to the securities industry, including, but not limited to, those made against Broker-dealers, Investment Advisers, Underwriters, Reporting Issuers and Self-Regulatory Organizations.

Over the period 2018/2019 the TTSEC received 14 complaints from investors. Some of these complaints are provided in the checklist diagram below.

Complaints to the TTSEC must be made in writing. If the alleged action suggests that any individual or institution has breached the Securities Act, 2012 (“the Act”) or has failed to execute its fiduciary duty to an investor, the TTSEC is mandated to conduct further inquiries into the matter. Accordingly, the reviews conducted by the TTSEC may result in the initiation of a formal investigation or enforcement action, if warranted.

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This week’s article focuses on how you, the investing public, should evaluate a robo-adviser to determine whether it meets your needs. Robo- Advisers are digital platforms that provide automated, algorithm-driven financial planning services with little to no human supervision. Essentially, this involves a computer programmer creating software that provides investment advice to the clients of a financial services firm, based on parameters that are tied to their investment strategy. It offers the convenience of being able to access financial advice from your smartphone or computer. 

Robo-Advisers have had a global presence since 2008. In Trinidad and Tobago, there have been platforms in existence since October 2019. According to Statista1, assets under management in the robo-advisors segment within the United States, are projected to reach US$937 billion in 2021 and are projected to be US$1.9 trillion by 2025. No specific guidelines for robo-advisers exist locally, however the provisions for investment advisers within the Securities Act (as amended) 2012, provide the basis for regulating potential market entrants which provides a foundation for a regulatory framework. 

Any potential entrant will be subject to the same registration and

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The Novel Coronavirus (“COVID-19”) pandemic has caused disruption of varying levels and continues to affect many nations across the globe. This widespread disruption has impacted companies in different ways and has resulted in new and innovative ways to ensure business continuity and in some cases, has caused a negative impact on operations and profitability. In the case of impacted entities which are registered as reporting issuers with the Trinidad and Tobago Securities and Exchange Commission (TTSEC) certain disclosure based legislative reporting requirements are required to be completed in order to maintain transparency and for the benefit of the investing public. In this article, we will focus on the issue of material change disclosures during this unprecedented period and its importance to investors when assessing the affairs of a reporting issuer. 

A reporting issuer is an entity that is registered with the Commission pursuant to Section 61(1) of the Securities Act, 2012 (“the Act”). A reporting issuer can be broadly defined as an issuer that issued securities under a prospectus or has its securities traded in a securities market. Reporting issuers are obligated to provide investors with complete, accurate and timely information as part of their continuous disclosure requirements. 

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There are several developed and emerging markets with cryptocurrency platforms operating within their jurisdictions. In these jurisdictions, cryptocurrency-based transfers are becoming increasingly common and are used to transact on a day to day basis. This week’s article will focus on cryptocurrencies and whether they are considered a security within the Trinidad and Tobago market. 

What is a cryptocurrency? 

Cryptocurrencies also known as virtual assets refer to a digital representation of value that can be digitally traded or transferred and can be used for payment or investment purposes, including digital representations of value that function as a medium of exchange, a unit of account, and/or a store of value (FATF). Most crypto exchanges are unregulated, so it’s important to consider the risks before any investment decision is made.

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