Deregulatory Bills Clear the House Financial Services Committee
On October 12, the House Financial Services Committee approved almost two dozen financial deregulation bills. The measures included bills that allow more investors to participate in private stock offerings, expand the JOBS Act, and update the Dodd-Frank Act’s systemic risk designation process for banking institutions. Several of the House-approved bills include the following: The Fostering Innovation Act of 2017 expands small company exemptions from the auditor attestation requirements of the Sarbanes-Oxley Act of 2002. The bill exempts a company from Section 404(b) compliance for an additional five years after losing its emerging growth company status, provided that the company remains. Read More.
Topics: Acquisitions, and Brokerage Simplification Act, Deregulation, Dodd-Frank Act, Encouraging Public Offerings Act, Fair Investment Opportunities for Professional Experts Act, Fostering Innovation Act, House Financial Services Committee, JOBS Act, Market Data Protection Act, Micro Offering Safe Harbor Act, sales, Sarbanes-Oxley Act "SOX", Securities Act of 1933, Securities and Exchange Commission "SEC", Small Business Mergers, Systemic Risk Designation Improvement Act, Systemically Important Financial Institution "SIFI", Taking Account of Institutions with Low Operation Risk Act
SEC to Offer Interpretive Guidance on Pay Ratio Disclosures
To prepare companies for complying with the pay ratio disclosure requirements early next year, the Securities and Exchange Commission (“SEC”) recently approved new interpretive guidance. The interpretive guidance outlines the market regulator’s views regarding the use of reasonable estimates, assumptions and methodologies, and statistical sampling as allowed by the pay ratio rule. In addition, the guidance clarifies that companies can use applicable existing internal records (e.g., tax or payroll records) when determining whether to include non-U.S. employees and identifying the median employee. It also offers guidance concerning when a company can use widely recognized tests in determining whether its workers. Read More.
Dodd-Frank Whistleblower Protections Headed to Supreme Court
This October, the U.S. Supreme Court plans to review whistleblower protections under the Dodd-Frank Act. Announced on June 26, the decision to hear the case of Somers v. Digital Realty Trust will resolve who is protected from possible retaliation under the reform law. The case revolves around former Vice President Paul Somers of Digital Realty Trust Inc., who was fired after reporting to management potential securities law violations. Somers sued Digital Realty Trust Inc. for allegedly violating Dodd-Frank’s whistleblower rules, but the dispute centers on where he initially reported the transgression. Digital Realty’s lawyers contended that since Somers’ concerns were. Read More.
New Law Reverses SEC Payment Disclosure Rule
On February 14, President Trump signed into legislation a bill that nullifies Release No. 34-78167, Disclosure of Payments by Resource Extraction Issuers. Issued by the Securities and Exchange Commission (“SEC”) last June, the provision was part of the Dodd-Frank Act and called for public oil, gas and mining companies to report payments distributed to domestic and foreign governments as part of their business actions. The rule was meant to provide investors transparency about payments publicly listed companies make to governments concerning mining and oil and gas production, but companies complained that the regulation was burdensome. The White House said the. Read More.
Dodd-Frank Whistleblower Protections Upheld
A broad interpretation of Dodd-Frank whistleblower protections was upheld this month by the Ninth Circuit Court of Appeals (“Ninth Circuit”). Earlier this month, the Ninth Circuit ruled that whistleblowers who report illegal behavior through their employer instead of the Securities and Exchange Commission (“SEC”) fall under the anti-retaliation protections. The decision was based on the case of Somers v. Digital Realty Trust, which involved the termination of Digital Realty’s former vice president being fired after reporting possible securities law violations. Paul Somers sued Digital Realty, claiming that his termination violated whistleblower protections under the Dodd-Frank Act. Digital Realty maintained that. Read More.
Executive Order Tackles Dodd-Frank Regulations
President Trump has signed an executive order to reduce financial regulations caused by the Dodd-Frank Act. The executive order instructs Federal agencies to review the more burdensome Dodd-Frank regulations that President Obama signed into law in 2010. The order also delays fiduciary rules impacting retirement advisors that would have become effective this spring.