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ARTICLE · 23 OCTOBER 2025

Transatlantic Securitisation Alignment: How 2025 UK And EU Reforms Reshape Compliance For US Structures

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Over the past 12 months, United Kingdom and European Union (EU) regulators have introduced a series of clarifications and reforms that materially reshape the securitisation compliance landscape.

GlobalCorporate/Commercial Law
Sarah Milam
Sarah Milam
Matteo Lissana
Matteo Lissana
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Over the past 12 months, United Kingdom and European Union (EU) regulators have introduced a series of clarifications and reforms that materially reshape the securitisation compliance landscape. The UK has embedded a more principles-based framework through the new Financial Conduct Authority (FCA) and Prudential Regulation Authority (PRA) rulebooks, while the EU has tightened its focus on substance and risk integrity. For US securitisation structures interacting with European investors or UK funding lines, these changes have immediate implications for how compliance, disclosure and risk retention must be structured, monitored and evidenced.

Overview

  1. EU clamps down on "paper originators": The European Commission/EBA Single Rulebook Q&A has now made it explicit that Conditional Sale Agreements (CSA) may not be used to manufacture originator status for risk-retention; the retainer must have genuine asset ownership, not conditional papering. Regulators emphasised

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