All Rules & Proposals articles – Page 49
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Article
Companies Aren’t Waiting for SEC to Revamp Financial Disclosures
A new survey that many companies are not waiting for the SEC to complete its anticipated review of disclosure requirements; some are already taking matters into their own hands, and they have advice for others who want to get ahead of the process. “Be aggressive,” says David Cornish, deputy comptroller ...
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Blog
SEC Proposes Rules for Alternative Trading Systems
The SEC has proposed rules intended to enhance regulatory oversight of alternative trading systems that, because of their off-exchange equity deals, are often described as “dark pools.” They would be required to disclose on a new Form ATS-N details about the activities of broker-dealer operators. The proposal also requires all ...
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Blog
Piwowar: SEC Must Focus on Materiality, Not Social Issues
Image: Don’t believe the hype about divisiveness at the SEC. The increasingly common occurrence of split votes along party lines is a byproduct of Congressional mandates, notably through the Dodd-Frank Act, that wedge social issues into the disclosure regime at the expense of materiality. That’s the word from Commissioner Michael ...
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Article
Defense Dept. Steps Up Standards on IT Supply Chain Risk
Image: The Defense Department is taking a harder look at supply chain risks posed by government contractors who provide IT products and services, so compliance officers at those businesses should prepare to review how supply chain risks might affect eligibility to bid on future contracts. “This fits into the government’s ...
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Article
SEC’s Next Move on Conflict Minerals Rule Could Open a Pandora’s Box
The SEC finds itself yet again at a legal crossroads concerning its embattled Conflict Minerals Rule. One path leads to the Supreme Court; the other, a retreat from a cornerstone of the rule’s disclosure requirements. At stake is not just the Conflict Minerals Rule alone, but potentially a wide range ...
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Article
As Companies Prep for Proxy Season, No-Action Conundrums Abound
Image: Companies preparing for proxy season face a profound change in how the SEC views the exclusion of shareholder proposals. New guidance on that point is decidedly pro-shareholder and makes a confusing landscape even more so. “This was an early Christmas gift, wrapped up in a bow” for activist investors, ...
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Blog
Supreme Court May Be Last Stop for Conflict Minerals Rule
The SEC’s Conflict Minerals Rule may be headed to the nation’s highest court after suffering another legal setback in the U.S. Court of Appeals for the D.C. Circuit this week. To preserve the rule’s full slate of intended disclosure requirements, the Commission has one last legal option: a review of ...
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Blog
SEC Sounds Warning Over Use of Outsourced CCOs
The SEC is urging investment advisers and funds that outsource their compliance function to consultants or law firms to review the effectiveness of that practice. An exam risk alert issued by the Office of Compliance Inspections and Examinations warns of “significant compliance-related issues” at firms using an outsourced CCO. More ...
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Blog
FSB: Banks Must Devote Billions More to Capital Cushions
The world’s largest banks would need to collectively add as much as $1.2 trillion to existing capital buffers due to a new rule issued on Monday by the Financial Stability Board. Its final Total Loss-Absorbing Capacity (TLAC) standard, applicable to designated global systemically important banks, is intended to assure that ...
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Blog
House Republicans Target FSOC With Legislative Agenda
The House Financial Services Committee has approved a slate of bills at one of its favorite bureaucratic targets, the Financial Stability Oversight Council. The FSOC Improvement Act, if adopted, would allow financial firms to eliminate risk through changes to their business model before being designated as Systemically Important Financial Institutions. ...
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Article
As Compliance Risks Keep Rising, Banks Keep Rethinking
A sea change in risk is happening at big banks: Non-financial risks (read: regulatory compliance failures) are now driving the compliance conversation at large firms more than financial risks. “You can have adequate capital, adequate liquidity; but if you have the wrong kind of culture, that is where the problems ...
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Blog
Banks Could Face Long-Term Debt Requirements
Unveiling yet another rulemaking effort to end taxpayer bailouts when large banks fail, the Board of Governors of the Federal Reserve has proposed an increase in the loss absorbing capacity of systemically important U.S. bank holding companies and the domestic operations of smilarly designated foreign banks. Covered institutions would be ...
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Blog
SEC Approves Crowdfunding, Plots Changes to Reg D Offerings
Nearly four years in the making, the SEC has approved Regulation Crowdfunding, permitting startups and small businesses to raise capital by offering and selling securities through crowdfunding. The Commission also advanced proposals that, if approved at a later date, will amend rules pertaining to capital formation through the Regulation D ...
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Blog
White: As Securities Offerings Change, SEC Adapts
Recent years have seen significant changes in terms of how securities offerings are conducted, with many of the recent regulatory reforms for public offerings the result of the JOBS ACT. At a conference in New York City on Wednesday, Securities and Exchange Commission Chairman Mary Jo White spoke about ...
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Blog
SEC Offers Proxy 'Unbundling' Guidance for M&A Deals
The Security and Exchange Commission’s Division of Corporation Finance has released new guidance, in the form of two Compliance and Disclosure Interpretations, concerning proxy bundling in the context of mergers and acquisitions. The Exchange Act requires proxies to clearly and impartially identify each “separate matter” to be acted upon, ...
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Article
Distilling Compliance Lessons of U.S. Sanctions Laws
Crédit Agricole, fined nearly $790 million last week for violations of U.S. sanctions law, is the latest cautionary tale on this particularly nettlesome patch of corporate compliance. Penalties for sanctions lapses are surging, and the regulations themselves are growing exponentially more complicated. Sanctions compliance was a prime topic at one ...
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Blog
SEC Readies Crowdfunding Rule for Friday Vote
The wait is over. On Oct. 30, the Securities and Exchange Commission will vote on long-delayed rulemaking, mandated by the JOBS Act,that will allow for the offer and sale of securities. A proposed rule, dating back to October 2013, established guidelines for investors and rules for issuers that want ...
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Blog
Regulators Boost Swap Collateral Demands, Cut End-Users a Break
Banking regulators have approved a final rule that establishes new collateral demands for swaps that are not cleared through a clearinghouse. The FDIC projects that the new requirement will add roughly a 30 percent premium to traditional swap margin requirements. A related interim final rule exempts swaps with a financial ...
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Blog
SEC Rethinks Proxy Exclusions, Takes Pro-Shareholder Approach
The SEC’s Division of Corporation Finance has clarified its application of Rule 14a-8(i)(9), which permits the exclusion of shareholder proposals that conflict with the company’s own proposals. After months of debate, the SEC stopped issuing these no-action letters for the 2015 proxy season while it reviewed the process. Moving ...
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Blog
OCC's Focus on Credit Risk Includes Auto Loan Concerns
A side effect of the economic recovery is that credit risk is now "moving to the forefront," says Comptroller of the Currency Thomas Curry. As banks reach for loan growth with less creditworthy borrowers, the resulting risk is prompting increased regulatory scrutiny of auto, home equity, and commercial real ...