SEC

The Securities & Exchange Commission hit a Philadelphia-area private equity firm today with a major penalty, in the SEC’s first case involving alleged violations of its 2010 “pay-to-play” rules.  More enforcement actions may be coming.

The SEC pay-to-play rules were adopted to prevent, among other things, executives of investment firms…
Continue Reading SEC Announces Major Fines In First Pay-to-Play Enforcement Case

This year has not been a great one for activists seeking to force corporations to increase disclosure of their political activities.  According to the Manhattan Institute’s Center for Legal Policy, average shareholder support for proposals related to political spending or lobbying declined again this year, from 22 percent to 20…
Continue Reading Shareholders Try New Tactic in Corporate Political Disclosure Fight

If there was an award for “political law issue of the year,” corporate political disclosure would be a front-runner.  About a year ago, the Securities & Exchange Commission (“SEC”) asked the Office of Information and Regulatory Affairs (“OIRA”)—housed within the Office of Management and Budget as part of the Executive…
Continue Reading SEC Takes a Pass on Corporate Political Disclosure, But Other Fronts Remain

A hot topic we’ve been tracking closely this year concerns the regulatory and legal battles over corporate political activity disclosure.  This past week has been notable in two respects.

As we’ve previously reported here, in December 2012 the Securities and Exchange Commission (“SEC”) identified potential rulemakings that it might…
Continue Reading Update on Corporate Political Activity Disclosure

The Conference Board has issued an interesting report on “Corporate Political Spending.”  The report addresses an increasingly high-profile issue for politically active public companies: demands from shareholders and interest groups that corporations publicly disclose all of their political and lobbying activities.  Much disclosure is already required, of course, by federal,…
Continue Reading Shareholder Demands for Corporate Political Disclosure

One issue that confronted many public companies this year was how to respond when they received multiple shareholder proposals relating to political contributions and lobbying matters. One approach that some companies have turned to relies on Rule 14a-8(i)(11) under the Securities Exchange Act of 1934, which allows a company to…
Continue Reading SEC Staff Takes the Position that Political Spending Proposals Are Substantially Identical to Lobbying Proposals

As has been widely reported, the Securities and Exchange Commission (“SEC”) recently made some rumblings about undertaking a rulemaking requiring corporations to disclose their funding and participation in political activities to shareholders.  The move has been heralded by corporate governance reform groups and decried by some from the business sector. …
Continue Reading SEC Rulemaking on Corporate Political Spending Disclosure

In an unusual development, the Securities and Exchange Commission’s Office of Compliance Inspections and Examinations has issued a “National Examination Risk Alert” summarizing its findings after pay-to-play compliance examinations conducted by the SEC staff.  The examinations focused on municipal securities dealers that are subject to the Municipal Securities Rulemaking Board’s…
Continue Reading SEC “Risk Alert” Issued Regarding Pay-to-Play Compliance