One of the arguments that has often been used to oppose the Dodd-Frank pay-ratio provision is that the rule does not really provide information that benefits investors; instead, the argument goes, the real animus for the rule...more
SCOTUS will be hearing at least two cases of interest next term: one case, Somers v. Digital Realty Trust, will address the split in the circuits regarding whether the Dodd-Frank whistleblower anti-retaliation provisions...more
6/29/2017
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Securities Act of 1933 ,
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Securities Violations ,
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Whistleblower Protection Policies
The Financial Choice Act of 2017 has been passed by the House (almost surreptitiously, given the unwavering focus on the Senate hearing today). According to the WSJ, the House vote was 233 to 186. The bill, sponsored by Jeb...more
The GAO has recently issued its third annual report on conflict minerals. The GAO is required by Dodd-Frank to report annually on the effectiveness of the SEC’s conflict minerals rule in promoting peace and security in the...more
A draft of the Financial CHOICE Act of 2017 (fka version 2.0), a bill to create hope and opportunity for investors, consumers, and entrepreneurs — a masterpiece of acronyming — has just been released (and weighs in at 593...more
On April 5, just prior to the release of Corp Fin’s Updated Statement on conflict minerals, the Senate Subcommittee on Africa and Global Health Policy held a hearing on the effects on the Democratic Republic of the Congo of...more
Today, the D.C. District Court entered final judgment in National Association of Manufacturers v. SEC, holding that Section 1502 of Dodd-Frank and Rule 13p-1 and Form SD, Conflict Minerals, violate the First Amendment to the...more
Bloomberg BNA is reporting that the State Department has launched a new review of “how best to support responsible sourcing of conflict minerals,” which will continue through April 28. Although it’s not known whether the SEC...more
Not everyone is pleased by the actions taken by Acting SEC Chair Michael Piwowar directing the SEC staff to review the conflict minerals and pay-ratio disclosure rules. In fact, today, four Senate Democrats on the Senate...more
The parties to the conflict minerals case have filed in the D.C. District Court a “Joint Status Report,” which requests that the Court enter a final judgment in accordance with the decision of the Court of Appeals. As a...more
Remember all the way back to last week when Acting SEC Chair Michael Piwowar issued two statements on the conflict minerals rules? Remember too that the first statement directed the staff to revisit the 2014 guidance from...more
As reported all over the place, a new Executive Order has been signed directing the Secretary of the Treasury to consult with the heads of the member agencies of the Financial Stability Oversight Council (which includes the...more
Today, Acting SEC Chair Michael Piwowar issued yet another statement directing the Corp Fin staff to revisit the pay-ratio disclosure rules. Of the non-bank related mandates imposed by Dodd-Frank, disclosures regarding...more
Yesterday, Acting SEC Chair Michael Piwowar issued two statements on the conflict minerals rules, neither of which is definitive, but which together make clear that further guidance on the rules is in the offing and that it...more
As reported by Reuters Reuters today, the White House clarified and confirmed, after the signing of the executive order yesterday designed to cut back on federal regulations — and notwithstanding the President’s commentary...more
In an opinion piece in the WSJ, House Majority Leader, Kevin McCarthy, said that the House will soon be taking “the ax” to the SEC’s rules on Disclosure of Payments by Resource Extraction Issuers, mandated under Dodd-Frank,...more
Mary Jo White took the occasion of her final speech as SEC Chair, presented to the Economic Club of New York, to discuss how to maintain the role of the SEC as an effective financial regulator and how the SEC can “continue as...more
According to this article in the WSJ, SEC Commissioner Michael Piwowar, who will probably become acting Chair when current Chair Mary Jo White steps down this month, has agreed with fellow Commissioner Kara Stein about...more
Ok, she was actually much more polite than that. You might recall that, in November after the election, House Republicans sent a letter to federal agencies requesting that they not engage in any “midnight” rulemaking —...more
The NYT reports on an effort by one city to address income inequality by imposing a surtax on companies that pay their CEOs more than 100 times the median pay of their rank-and-file workers. According to the article, on...more
One of the prevailing narratives of the recent Presidential election was that the same gestalt that drove the Brits to vote for Brexit also animated the pro-Trump forces and led to his presidential victory. Why then, when it...more
As of now, Forms SD and conflict minerals reports are still due on May 31, 2017. With all the discussion, in light of the election results, of rolling back legislation and regulations, through the Financial CHOICE Act and...more
The SEC has announced that Chair Mary Jo White intends to resign at the end of President Obama’s term. One of the longest serving chairs, she has served for almost four years. In addition to a long list of accomplishments,...more
With Congress and the Presidency soon in Republican control, look for the Financial CHOICE Act (or perhaps an enhanced version) to be re-introduced in the next Congress. The bill, sponsored by Jeb Hensarling, Chair of the...more
A new academic study, “Rank and File Employees and the Discovery of Misreporting: The Role of Stock Options,” finds that companies that flout financial reporting rules tend to grant more stock options than their peers that...more