Lest you think that the summer is a quiet time for those of us in the wacky world of securities and corporate governance, think again. Here’s some of what’s going on:
Legislation
On July 30, the House Financial Services Committee passed 11 bills and sent them to the full House. One of the bills would authorize the SEC to revise the reporting period for 13F disclosures from quarterly to monthly, change the time period to submit such reports, and expand the list of items to be disclosed to include certain derivatives. The issuer and investment communities support these moves, and House passage seems likely, but the Senate is another matter altogether.
Another bill would impact family offices in a number of ways, including limiting the use of the family office exemption from registration as an investment adviser with the SEC to offices with $750 million or less in assets under management; requiring family offices with more than $750 million of assets under management to register with the SEC as “exempt reporting advisers”; and preventing persons who are barred or subject to final orders for conduct constituting fraud, manipulation, or deceit from being associated with a family office.
SEC Enforcement
Once again (see here, here, and here, for example) the SEC brought an enforcement action against a company for failing to report executive perquisites – this time involving the underreporting of nearly $1.5 million in personal use of corporate aircraft. Not surprisingly, the company was also charged with having inadequate disclosure controls. The bottom line is that the company was hit with a just under $500,000 in penalties plus injunctive relief.
SEC Regulation
Many who follow the SEC are figuratively – or perhaps literally – sitting on the edge of their seats waiting for the SEC to come out with much-ballyhooed proposals to require climate change disclosure in companies’ SEC filings. Depending on your views, the good news or bad news is that it’s coming, but in all likelihood we won’t see rule proposals until late in the year (see Chairman Gensler’s remarks here), which means there won’t be any such rules in place for the 2022 silly season.
And for the one or two of you out there who may think the SEC is slacking off in the rulemaking area, Chairman Gensler announced on August 3 that the SEC should take over the regulation of cryptocurrency.
Evidently, we don’t have to wait for Labor Day for things to get busy!