Proposed Rules

SEC Reopens Comment Period on Asset-Backed Securities Related Proposals.

On February 25th, the SEC reopened the comment period for its proposed rules for asset-backed securities, "Asset-Backed Securities," SEC Release No. 33-9117 and "Re-Proposal of Shelf Eligibility Conditions for Asset-Backed Securities," SEC Release No. 33-9244. The Commission is re-opening the comment period to permit the submission of observations on an approach for the dissemination of potentially sensitive asset-level data suggested by the Division of Corporation Finance. This approach is discussed in a staff memorandum. Comments should be submitted on or before March 28, 2014. SEC Release No. 33-9552.


Investment Company Guidance.

On February 24th, the SEC's Division of Investment Management issued guidance on the application of Securities Exchange Act Rule 14a4-4, the unbundling of proxy materials, to investment company charters.Guidance.


Commissioner Stein Discusses the Role of Gatekeepers.

On February 21st, SEC Commissioner Kara Stein noted the important role played by gatekeepers and seeks greater individual accountability for executives, compliance officers, accountants, and attorneys. Stein also discussed the agency's "bad actor" rules and would like to see the adoption of clear guidelines concerning when a "bad actor" waiver request will be granted. Stein Remarks.

Commissioner Aguilar Discusses Cybersecurity.

On February 21st, SEC Commissioner Luis Aguilar enumerated the growing cyber-threats faced by registrants, the capital markets and investors. He also addressed the role and regulation of transfer agents. Aguilar Remarks.

Other Developments

Crowdfunding Comments.

On February 27th, the Wall Street Journal summarized comments submitted to the SEC in response to itscrowdfunding proposal. Commenters voiced particular concern for the provisions requiring audited financial statements from firms seeking to raise more than $500,000. Crowded Comments.

Big Data.

On February 26th, Reuters reported on the SEC's technology initiative and its efforts to analyze "big data." Big Data.

Commissioner Agendas.

On February 24th, Compliance Week summarized the individual agendas of four SEC Commissioners as presented by them at the 2014 SEC Speaks Conference. Agendas.

Reverse Churning.

On February 24th, the Wall Street Journal discussed "reverse churning," where an investor is placed in a fixed fee account that does little to justify that fee. Reverse Churning.

Private Equity Advisors.

On February 22nd, Bloomberg reported SEC staff are discussing whether private equity advisors should be required to register as broker-dealers. Registration.

High-Speed Registration.

On February 21st, Reuters summarized the remarks of John Ramsay, acting director of the Division of Trading and Markets. Ramsay said that the SEC is studying whether to require high-speed trading firms to register as broker-dealers. High-Speed Registration.

Amicus Brief.

The SEC posted the amicus curiae brief of the United States in Halliburton Co. v. Erica P. John Fund, Inc., 13-317 (U.S. Supreme Court). The brief supports the Fifth Circuit's holding that plaintiffs in their class action securities fraud lawsuit against Halliburton may rely on the fraud-on-the-market presumption to establish reliance.