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.
Trump Appoints Jay Clayton to SEC Chair
Wall Street lawyer Jay Clayton has been tapped by President-elect Donald Trump to become Securities and Exchange Commission (“SEC”) chair. Announced on January 4, Clayton will help the incoming Trump administration with job creation by promoting investment opportunities in U.S. companies and overseeing the financial sector. He is also expected to overturn several Dodd-Frank Act rules that outgoing SEC Chair Mary Jo White handled during her tenure. Clayton must receive Senate confirmation before taking his new role.
SEC Improves Internal Controls
According to a recent Government Accountability Office (“GAO”) report, the Securities and Exchange Commission’s (“SEC”) internal controls are improving. In fiscal 2015, only six of the SEC’s 58 internal supervisory controls tested had deficiencies. Comparative to the GAO’s 2013 review, the six deficiencies mark a significant reduction from the 27 flaws identified in fiscal 2011. The GAO noted that none of the flaws are likely to inhibit the SEC from ensuring their divisions and offices carry out actions accordingly. Specifically, the watchdog agency found two flaws without clear control activities, three that showed a major element did not align with. Read More.
Topics: Division of Corporation Finance "Corp Fin", Division of Enforcement, Dodd-Frank Act, GAO Report, Government Accountability Office "GAO", Internal Controls, Office of Compliance Inspections and Examinations, Securities and Exchange Commission "SEC"
Re-Proposed Rule on Incentive-Based Compensation Issued
A 2011 proposed rule published in the Federal Register has been re-proposed by the Securities and Exchange Commission and other agencies. The agencies seek to amend the rule to implement section 956 of the Dodd-Frank Act, which would create general requirements for incentive-based compensation arrangements. Similar to the 2011 version, the re-proposed rule would ban incentive-based compensation at financial institutions that might promote inappropriate risks by offering excessive compensation or cause a material loss. The new proposal, however, incorporates the agencies’ supervisory experiences since the proposal was originally issued five years ago.