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Tomorrow, the Senate Committee on Banking, Housing and Urban Affairs will take up the nominations of Kara Stein and Michael Piwowar to the Commission in an executive session. It has been unclear as to how quickly the Senate would act on these nominations, which were advanced by the Administration back in May. Once these nominations make it of the Committee, the full Senate can then consider them. At the same meeting, the Committee will consider extending Mary Jo White’s term so that it would expire on June 5, 2019.

Meanwhile, in the House last week, Rep. Michael Fitzpatrick (R-PA) re-introduced a bill that would change the definition of “accelerated filer” so that more companies could qualify for the SOX Section 404(b) relief available to non-accelerated filers. H.R. 2629, the Fostering Innovation Act, which was first introduced last year, would increase the market capitalization component of the accelerated filer definition from $75 to $250 million, while also adding in a maximum revenue measure of $100 million in annual revenue. The GAO also recently issued a report recommending an SEC requirement that non-accelerated filers disclose if they have received and auditor’s attestation on internal control, even if they qualify for the Section 404(b) exemption.

FINRA Authorizes Crowdfunding Rule Proposal

At a meeting of its Board of Governors last week, FINRA was authorized to publish a Regulatory Notice to solicit comment on proposed rules and related forms governing funding portals pursuant to Title III of the JOBS Act. The proposed rules address, among other things, the membership application process for funding portals, fraud and manipulation, just and equitable principles of trade, communications with the public, supervision and anti-money laundering. FINRA expects to publish this Regulatory Notice when the SEC proposes its Title III rules. It is unclear whether this FINRA action should be construed as indicating that SEC action on Title III rules might be imminent.

FINRA has also moved forward with a rule proposal to make Rule 144A transactions subject to dissemination under FINRA rules, now that the SEC rules have been amended to eliminate general solicitation concerns.

Transcript: “Proxy Season Post-Mortem: The Latest Compensation Disclosures”

We have posted the transcript for our recent CompensationStandards.com webcast: “Proxy Season Post-Mortem: The Latest Compensation Disclosures.”

– Dave Lynn