Securities & Exchange Commission

The United States Securities and Exchange Commission was created in 1934 in response to the Great Stock Market Crash of 1929. The Commission was created to protect investors, ensure fairness in the market, and... more +
The United States Securities and Exchange Commission was created in 1934 in response to the Great Stock Market Crash of 1929. The Commission was created to protect investors, ensure fairness in the market, and encourage capital formation. The Commission is headed by five presidentially-appointed Commissioners who oversee the Commission’s five divisions: Division of Corporation Finance, Division of Trading and Markets, Division of Enforcement, Division of Investment Management, and the Division of Risk, Strategy and Financial Information.  less -
News & Analysis as of

Federal Government Steps Up Monitoring of Distressed Municipalities

Multiple news outlets have reported that the U.S. Treasury Department has created an Office of State and Local Finance tasked with monitoring the distressed local government sector of the municipal finance market. Kent...more

SEC Brings Another Pyramid Scheme Action

Following the disclosure of the massive Madoff fraud, Ponzi scheme cases became a staple of SEC enforcement. More recently the agency seems to be focusing on another type of investment fraud scheme — pyramid schemes. At the...more

SEC Staff to Conduct Broker-Dealer and Investment Adviser Examinations Focused on Cybersecurity

The Securities and Exchange Commission’s (the “SEC” or the “Commission”) Office of Compliance Inspections and Examinations (“OCIE”) announced in an April 15, 2014 Risk Alert (the “Alert”) that it will be conducting...more

SEC Issues FAQs on Rule 15c3-5 for Broker Dealers with Market Access

On April 15, the Securities and Exchange Commission’s Division of Trading and Markets issued guidance in the form of 19 frequently asked questions (FAQs) on Rule 15c3-5 of the Securities Exchange Act of 1934 (Exchange Act),...more

SEC Issues Cybersecurity Risk Alert

On April 15th, the SEC's Office of Compliance Inspections and Examinations ("OCIE") issued a Risk Alert concerning its initiative to assess the cybersecurity preparedness of the securities industry. The Risk Alert states that...more

US Court of Appeals for the District of Columbia Circuit Partially Invalidates Conflict Minerals Rule

On April 14, the US Court of Appeals for the District of Columbia Circuit issued an opinion in the lawsuit challenging the Securities and Exchange Commission’s conflict minerals rule which reversed, in part, the prior...more

SEC Explains How To Use Twitter And Absolves Issuers Of Retweets

Certain rules under the securities laws require certain communications be accompanied by legends. The length of the legend meant that Twitter could not be used because the 140 character limit would be exceeded. ...more

Supreme Court Expands Scope of Sarbanes-Oxley Whistleblower Protections

The Issue: My company is not publicly traded, but provides services to companies that are. Do Sarbanes-Oxley whistleblower protections extend to our employees? The Solution: Yes. Analysis: Enacted in the wake of...more

FASB Revised Guidance Will Decrease Discontinued Operations Treatment

The FASB recently issued an Accounting Standards Update that should reduce reporting of discontinued operations (disc ops) in some circumstances. The revised standard provides that only the disposal of a part of an entity...more

DC Circuit Court of Appeals Upholds Conflict Minerals Disclosure Rules, But Strikes Down Requirement That Companies Label Their...

Last week, the US Court of Appeals for the District of Columbia (“DC Circuit”) issued its long-awaited opinion relating to legal challenges to the Securities and Exchange Commission’s (“SEC”) conflict minerals disclosure...more

The Financial Report - Volume 3, No. 8 • April 2014 (Global)

Discussion and Analysis - According to various media sources summarizing the findings of a recently published “Progress Report,” as of April 1, 2014, of the 398 total rulemaking requirements under the Dodd-Frank Act,...more

Fenwick Employment Brief - April 2014

Supreme Court Confirms FICA Taxes Must be Withheld from Severance Payments - Finding severance payments to be a form of “remuneration for employment,” the United States Supreme Court in United States v. Quality Stores,...more

SEC Files Another Settled Insider Trading Case

Insider trading continues to be a key priority in the new get tough enforcement era. Last week closed with the filing of an insider trading action centered on the BP oil spill in the Gulf of Mexico. This week begins with...more

Corporate and Financial Weekly Digest - Volume IX, Issue 16

In this issue: - US Court of Appeals for the District of Columbia Circuit Partially Invalidates Conflict Minerals Rule - FINRA Proposes Rule 2081 to Prohibit “Bargained-For” Expungements - SEC Issues FAQs...more

Foreign (non-U.S.) Issuers

The SEC recently provided some data on registered offerings by foreign issuers, noting that: - In 2013, there were approximately 50 new foreign registrants... ...more

SEC Cybersecurity Roundtable Addresses Broker-Dealer and Investment Adviser Risks

On March 26, 2014, the Securities and Exchange Commission (SEC) hosted a roundtable to discuss cybersecurity issues facing public companies, broker-dealers, investment advisers and other market participants. The roundtable...more

SEC Announcements On Confidential Treatment Requests And Glossy Annual Reports

The SEC Division of Corporation Finance has recently posted two Division Announcements - - As of April 9, 2014, in cases where the SEC staff has determined to grant a request for confidential treatment without...more

SEC Settles Insider Trading Case Tied to BP Oil Spill

The SEC filed a settled insider trading action against an employee of BP p.l.c. tied to the Deepwater Horizon oil spill in 2010. Specifically, the Commission claims that Keith Seilhan had material non-public information...more

"SEC Proposes Security-Based Swap Recordkeeping, Reporting and Notification Requirements and Capital Rules for SEC Registrants"

On April 17, 2014, the Securities and Exchange Commission (SEC) proposed new regulations that would implement the recordkeeping, reporting and notification requirements of the Dodd-Frank Wall Street Reform and Consumer...more

D.C. Circuit Rules A Provision Of The SEC Conflict Minerals Rule Violates The First Amendment

On April 14, 2014, the D.C. Circuit Court of Appeals in Nat'l Ass'n of Mfrs. v. SEC, 2014 BL 102614, D.C. Cir., No. 13-5252, 4/14/14) upheld all aspects of the Securities and Exchange Commission (SEC)’s conflict mineral rule,...more

Implications of SEC’s Revised “WKSI-Waiver” Guidance

On March 12, 2014, the SEC updated its guidance regarding the framework it will follow in reviewing a “WKSI waiver” request. Such a waiver – which, if granted, allows an issuer to continue to qualify as a WKSI despite...more

Are High Frequency Traders Playing Fast and Loose With the Rules?

When high frequency trading (HFT) first crept into the public consciousness, it related to primarily to the question of whether rapid, computer driven trading posed risks to the safety and stability of the trading markets. ...more

ECCF

Recently, Craig Lewis, the Chief Economist and Director of the SEC’s Division of Economic and Risk Analysis, commented on the economic impact of various JOBS Act reforms, or the effects on “efficiency, competition, and...more

Senator Grassley Announces the Creation of a Congressional Whistleblower Caucus

Last week, we provided an update on Senator Chuck Grassley’s (R-IA) efforts to strengthen the IRS Whistleblower Program and expedite the processing of IRS Whistleblower claims. Now, Senator Grassley – a longtime advocate for...more

SEC Says the Cyber Police Are Coming

Pretty soon we’ll all be data privacy lawyers. The SEC is certainly doing its part to ensure that comes to pass. Earlier this year the SEC’s Office of Compliance, Inspections, and Examinations announced that its 2014...more

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