SEC chairman Gensler’s regulatory agenda criticized

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Related practices and jurisdictions

Tuesday, December 14, 2021

In a joint statement, SEC Commissioners Hester Peirce and Elad Roisman criticized the regulatory flexibility program (“Agenda”) recently announced by SEC Chairman Gary Gensler for, among other things, failing to ” included nothing intended to facilitate capital formation “. Commissioners further criticized the agenda’s emphasis on ‘remaking[ing] recently completed rules, add[ing] new regulatory obligations, and constrain[ing] investor’s choice. “

Commissioners criticized Agenda’s proposal to lower the registration threshold for securities under the Securities Act, noting that the JOBS Act had raised those thresholds to strengthen pre-IPO companies and startups. They also criticized proposed changes to Form D (“Notice of Exempt Offers of Securities”) and expressed concern that additional disclosure requirements would hamper businesses struggling to emerge during COVID-19 in a difficult economic environment.

In addition, the commissioners criticized Agenda for dropping an exemption to rule 15c2-11 of the Securities Exchange Act (“Initiating or resuming listings without specific information”) and an amendment to rule 17a-7 of the Act. on investment firms (“Exemption from certain purchases or sales transactions between an investment firm and certain persons affiliated with it”), which they believed were essential to maintain efficiency and market order. Finally, the Commissioners questioned the silence of the Agenda on the regulation of digital assets and the additional data security for the consolidated audit trail.

“President Gensler’s former tenure on the CFTC was notable, among other things, for party line votes. His tenure at the SEC began in the same way, but more so. Baseball fans may remember a famous quote that said, “There is nothing so limited as being a sponsor of George Steinbrenner. “Perhaps Commissioners Peirce and Roisman can suggest at least one thing that is just as limited,” said Steven Loftchie.

© Copyright 2021 Cadwalader, Wickersham & Taft LLP National Law Review, Volume XI, Number 348

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