On Friday, the SEC announced that a “technological error” dating back to as early as June 2021 has prompted it to reopen the comment period on 11 rulemaking proposals and one request for comment. Here’s an excerpt from the SEC’s announcement listing the affected releases:
1. Reporting of Securities Loans, Release No. 34-93613 (Dec. 8, 2021)
2. Prohibition Against Fraud, Manipulation, or Deception in Connection with Security-Based Swaps; Prohibition against Undue Influence over Chief Compliance Officers; Position Reporting of Large Security-Based Swap Positions, Release No. 34-93784 (Feb. 4, 2022)
3. Money Market Fund Reforms, Release No. IC-34441 (Feb. 8, 2022)
4. Share Repurchase Disclosure Modernization, Release Nos. 34-93783, IC-34440 (Feb. 15, 2022)
5. Short Position and Short Activity Reporting by Institutional Investment Managers, Release No. 34-94313 (Mar. 16, 2022); see also Notice of the Text of the Proposed Amendments to the National Market System Plan Governing the Consolidated Audit Trail for Purposes of Short Sale-Related Data Collection, Release No. 34-94314 (Mar. 16, 2022)
6. Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure, Release Nos. 33-11038, 34-94382, IC-34529 (Mar. 23, 2022)
7. Private Fund Advisers; Documentation of Registered Investment Adviser Compliance Reviews, Release No. IA-5955 (Mar. 24, 2022)
8. The Enhancement and Standardization of Climate-Related Disclosures for Investors Release Nos. 33-11042, 34-94478 (Apr. 11, 2022)
9. Special Purpose Acquisition Companies, Shell Companies, and Projections, Release Nos. 33-11048, 34-94546, IC-34549 (May 13, 2022)
10. Investment Company Names, Release Nos. 33-11067, 34-94981, IC-34593 (June 17, 2022)
11. Enhanced Disclosures by Certain Investment Advisers and Investment Companies About Environmental, Social, and Governance Investment Practices, Release Nos. 33-11068, 34-94985, IA-6034, IC-34594 (June 17, 2022)
12. Request for Comment on Certain Information Providers Acting as Investment Advisers, Release Nos. IA-6050, IC-34618 (June 22, 2022)
Wow, that’s quite a list! It looks like this glitch has thrown a bit of a monkey-wrench into most of the SEC’s regulatory agenda. Off the top of my head, it appears that the only major proposals that aren’t affected by this are the SEC’s clawbacks proposal and its Rule 10b5-1 proposal. According to the SEC’s order, the comment periods reopened beginning on October 7, 2022, and will close 14 days after the date of publication of the order in the Federal Register.
The SEC says that if you submitted comments on one of these proposals through the internet comment form between June 2021 and August 2022, you should check the relevant comment file on the SEC’s website to determine whether your comment was received and posted. If it hasn’t been posted, you should resubmit it.
– John Jenkins