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Updated January 13, 2022
Introduction to Financial Services: Capital Markets

This In Focus provides an overview of U.S. capital markets,
Securities and Exchange Commission (SEC) regulation,
and related policy issues.
Market Composition
Capital markets are where securities such as stocks and
bonds are issued and traded. U.S. capital markets
instruments include (1) stocks, also called equity or shares,
referring to ownership of a firm; (2) bonds, also called fixed
income or debt securities, referring to the indebtedness or
creditorship of a firm or a government entity; (3) digital
asset securities, referring to digital representations of value
in securities form; and (4) shares of investment funds,
which are pooled investment vehicles that consolidate
money from investors.
As a main segment of the financial system, capital markets
provide the largest sources of financing for U.S.
nonfinancial companies. U.S. capital markets provided 73%
of the financing for nonfinancial firms in 2020 (Figure 1).
By contrast, capital markets play a less prominent role in
other major economies.
Figure I. Capital Markets Financing Compared with
Bank Loans for Nonfinancial Firms
2
Other      1         13'      16%
Bank Loans    o1
Bonds-e 7%           28%5     26
4:$s3
Equity.
US     Euro Area  Japan     China
Source: CRS, using data from SIFMA.
Notes: Data as of 2020, except for China, which is as of 2017.
Key Piayers
Participants in U.S. capital markets include companies and
municipalities that issue securities, broker-dealers,
investment companies (i.e., mutual funds and private
equity), investment advisers, securities exchanges,
institutional investors, and retail investors. The SEC and
various self-regulatory organizations are the principal
regulators of the markets.
Fundarmental Concepts
Regulatory Philosophy. The SEC's regulatory philosophy
for capital markets is different than that of banking
regulators. The SEC is principally concerned with
disclosure, on the theory that investors should have
sufficient access to information from companies issuing

stocks and bonds to enable investors to make informed
decisions on whether to invest and at what price level to
compensate for their risks. Banking regulators, by contrast,
focus more on safety and soundness to avoid bank failure.
This is largely because bank deposits are often ultimately
guaranteed by the taxpayers, whereas in capital markets,
investors generally assume all the risk of loss.
Public and Private Securities Offerings. The SEC
requires that offers and sales of securities, such as stocks
and bonds, be either registered with the SEC or undertaken
pursuant to a specific exemption. The goal of registration is
to ensure that investors receive key information on the
securities being offered. Registered offerings, often called
public offerings, are available to all types of investors. By
contrast, securities offerings that are exempt from certain
registration requirements are referred to as private
offerings or private placements. Private offerings are
available to institutions or individual investors who meet
certain net worth, income, or technical expertise thresholds.
Retail and Institutional Investors. Investors are often
divided into retail investors (individuals and households)
and institutional investors. Retail and institutional investors
are generally perceived as having different capabilities to
process information, comprehend investment risks, and
sustain financial losses. In general, retail investors are
thought to warrant more protection from inadequate
disclosure and education than institutional investors.
Primary and Secondary Markets. The primary markets
are where securities are created through public and private
securities offerings. The secondary markets are where
securities are traded, through buying and selling activities,
to provide liquidity for existing securities. Liquidity is a
common term that measures how quickly and easily
transactions can occur without affecting the price. Certain
market structures-for example, national securities
exchanges, broker-dealers, and service firms-are essential
enablers of secondary market trading and liquidity, which
are important to the markets' overall health and efficiency.
Pohcy        s
COVID-19 has had profound effects on U.S. capital
markets, which have in turn attracted attention from
Congress and federal regulators. Although some policy
focus may have changed since the pandemic, Congress
continues to consider a broad range of issues.
COVID-19, Federal Government Capital Market
Interventions, and Capital Market Conditions. The
spread of COVID-19 induced heavy capital market selloffs
and rebounds in 2020. The crisis-induced stress was
broadly felt in all corners of capital markets-stocks,
bonds, investment funds, and other segments all

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