Earlier this week, the U.S. Travel Association sent a letter to Congressional leaders calling for an end to the government shutdown, which at 37 days is now the longest shutdown in history – surpassing the 35-day shutdown in 2018-2019. Over 500 companies signed the letter, which of course warns of disruption to the travel industry. Sure enough, as reported by Reuters and other outlets, the FAA is now planning to order a 10% cut in flights. With federal workers going unpaid and the general public experiencing the impact, we have to wonder, “When will it end??”

On the securities front, even though we’re very happy to see recent IPO activity defying the “shutdown odds” – that’s likely to get more difficult if the Staff isn’t able to get back to work in the near future.

That’s because Staff plays a key role in the IPO process by reviewing registration statements. Even if folks don’t agree with every comment or want the Staff to be speedier, in the big picture, everyone involved in registered offerings tends to appreciate and rely on the Staff’s review – making it unlikely companies and banks will be eager to go through with IPOs using registration statements that hadn’t gotten very far in the review process.

I hope the Staff returns soon, and I have a feeling they’ll be focused on efficiency when they do.

If the shutdown continues, the Staff’s absence may also end up affecting SEC Chair Paul Atkins’ ambitious rulemaking aspirations. We know from the Spring 2025 Reg Flex Agenda (published in September) that Chair Atkins wants to create a framework for crypto assets, modernize disclosures, make it easier to go and be a public company, reform the shareholder proposal process, and more. That’s a lot!

While rulemaking typically isn’t considered an “essential” function that continues during a government shutdown, this Bloomberg article recaps the creative ways that Chair Atkins has been paving the way for these priorities, even with the Staff on furlough. Here’s an excerpt:

The Securities and Exchange Commission under the Trump appointee in July urged a federal court to toss Biden-era climate reporting requirements, in part to avoid the lengthy rulemaking that would be needed to undo them. The SEC in September then advised companies they can funnel investors’ fraud claims into mandatory arbitration, without new rules. Atkins also suggested in a speech this month that companies could block votes on shareholders’ environmental and social proposals now, using existing Delaware law.

That’s in addition to updated 13D/G guidance, a new Staff Legal Bulletin on Rule 14a-8 no-action requests, the updated Corp Fin shutdown FAQs, high-profile interviews, and probably more things that I’m forgetting!

Companies have welcomed these updates – and many of them have been issued in formats that we’ve grown used to through the years, like CDIs and SLBs. But the article points out that while these paths can get the job done in the short-term, a new administration would be more likely to unwind things that didn’t go through the standard notice & comment period. That swinging pendulum is another thing we’re reluctantly growing accustomed to!

– Liz Dunshee