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We’ve been covering the Administration’s gradual squeeze on regulatory guidance for some time (here’s our latest from April). As noted in this DLA Piper memo, President Trump signed two ‘Executive Orders’ recently that limit the practice of “regulation by guidance.” Here’s the “improved agency guidance” order that requires each agency to post its guidance documents on an indexed, searchable website after the OMB has issued implementing guidance about how to accomplish that (here’s a comprehensive Davis Polk memo on this order).

And here’s the “enforcement” order that seeks transparency and fairness in the use of agency guidance in civil administrative enforcement and adjudication. As this King & Spalding memo notes, there are a number of complex processes & exceptions in the orders that will require agencies to take a bit of time to promulgate new procedures.

The “improved agency guidance” order doesn’t apply to “independent regulatory agencies” – so the SEC isn’t required to comply with it. But pages 30-32 of this Davis Polk memo note that agencies like the SEC still might voluntarily comply with some – or all – of its directive. I’m not sure if the “enforcement” order applies to the SEC (but again, even if it doesn’t – the SEC may voluntarily comply with it) – if you can figure that out, let me know…

For what it’s worth, check out my blog that I penned last year entitled “My Ten Cents: What to Do With “Informal” Staff Guidance?“…

How Hedging Disclosures Look So Far…

With 40 proxies filed under the new hedging disclosure rules, this FW Cook memo notes these stats:

– 100% have hedging policies in place
– 62% have hedging policies that cover directors and all employees
– 58% disclose policies that prohibit both transactions in company stock with a hedging function and derivative transactions generally
– 60% include their hedging disclosure only in the CD&A

Please take a moment to participate in our own “Quick Survey on Hedging Policy Disclosures.” Also check out our new “Hedging Disclosure” chapter for the 2020 edition of the “Executive Compensation Disclosure Treatise” posted on CompensationStandards.com. You can also order hard copies of this new Treatise now…

The SEC’s “Pro Wrestling Is Real” Videos

I tend not to pay attention to the content that the SEC’s Office of Investor Education puts out because most of it seems targeted at people who think pro wrestling is real. These new short “educational” videos might prove my point (here’s the related press release)…

– Broc Romanek