Credit Risk Retention

Overview

Regulation RR (“Credit Risk Retention”) sets forth the requirements for sponsors of asset-backed securities and related credit risk regulations for assets underlying such securities. Generally, Regulation RR requires that entities engaging in asset-backed securitizations must retain an economic interest in a portion of the credit risk of the underlying assets, pursuant to Section 15G of the Securities Exchange Act of 1934. Regulation RR applies to state member banks and their subsidiaries, as well as bank holding companies, foreign banking organizations, and nonbank financial companies that the Financial Stability Oversight Council has determined will be supervised by the Federal Reserve Board, among other regulated entities. Regulation RR also establishes credit risk retention standards for revolving pool securitizations, open market CLOs, qualified tender option bonds, and commercial mortgage-backed securities. Finally, among other things, Regulation RR establishes rules for the transfer, allocation, or hedging of such risk retention, and establishes several exemptions (including for qualified residential mortgages, and select commercial loans).

michael.gambro@cwt.com's picture
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Partner and Co-Chair, Capital Markets
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Partner and Co-Chair, Capital Markets