U.S.

Securities and Exchange Commission

From Wikipedia, the free encyclopedia
Jump to navigationJump to search
"Securities and Exchange Commission" redirects here. For other uses, see Securities and Exchange
Commission (disambiguation).

U.S. Securities and Exchange Commission

Seal of the U.S. Securities and Exchange Commission

U.S. Securities and Exchange Commission headquarters

in Washington, D.C.

Agency overview

Formed June 6, 1934; 84 years ago

 Jurisdiction United States federal government

Headquarters Washington, D.C., U.S.

Employees 4,301 (2015)[1]

 Jay Clayton, Chairman

Agency executive

Website www.sec.gov

The U.S. Securities and Exchange Commission (SEC) is an independent agency of the United
States federal government. The SEC holds primary responsibility for enforcing the
federal securities laws, proposing securities rules, and regulating the securities industry, the nation's
stock and options exchanges, and other activities and organizations, including the electronic
securities markets in the United States.[2]
In addition to the Securities Exchange Act of 1934, which created it, the SEC enforces the Securities
Act of 1933, the Trust Indenture Act of 1939, the Investment Company Act of 1940, the Investment
Advisers Act of 1940, the Sarbanes–Oxley Act of 2002, and other statutes. The SEC was created by
Section 4 of the Securities Exchange Act of 1934 (now codified as 15 U.S.C. § 78d and commonly
referred to as the Exchange Act or the 1934 Act).

Contents

 1Overview
 2History
 3Organizational structure
o 3.1Commission members
o 3.2Divisions
 4SEC communications
o 4.1Comment letters
o 4.2No-action letters
 5Freedom of Information Act processing performance
 6Operations
o 6.1List of major SEC enforcement actions (2009–12)
o 6.2Regulatory action in the credit crunch
o 6.3Regulatory failures
 6.3.1Inspector General office failures
 6.3.2Destruction of documents
 7Relationship to other agencies
 8Related legislation
 9See also
o 9.1Forms
 10References
 11External links

Overview[edit]
 This section needs additional citations for verification. Please
help improve this article by adding citations to reliable sources.
Unsourced material may be challenged and removed. (February
2017)(Learn how and when to remove this template message)

The SEC has a three-part mission: to protect investors; maintain fair, orderly, and efficient markets;
and facilitate capital formation.[3]
To achieve its mandate, the SEC enforces the statutory requirement that public companies and
other regulated companies submit quarterly and annual reports, as well as other periodic reports. In
addition to annual financial reports, company executives must provide a narrative account, called the
"management discussion and analysis" (MD&A), that outlines the previous year of operations and
explains how the company fared in that time period. MD&A will usually also touch on the upcoming
year, outlining future goals and approaches to new projects. In an attempt to level the playing field
for all investors, the SEC maintains an online database called EDGAR (the Electronic Data
Gathering, Analysis, and Retrieval system) online from which investors can access this and other
information filed with the agency.
Quarterly and semiannual reports from public companies are crucial for investors to make sound
decisions when investing in the capital markets. Unlike banking, investment in the capital markets is
not guaranteed by the federal government. The potential for big gains needs to be weighed against
that of sizable losses. Mandatory disclosure of financial and other information about the issuer and
the security itself gives private individuals as well as large institutions the same basic facts about the
public companies they invest in, thereby increasing public scrutiny while reducing insider trading
and fraud.
The SEC makes reports available to the public through the EDGAR system. The SEC also offers
publications on investment-related topics for public education. The same online system also takes
tips and complaints from investors to help the SEC track down violators of the securities laws. The
SEC adheres to a strict policy of never commenting on the existence or status of an ongoing
investigation.

History[edit]
Prior to the enactment of the federal securities laws and the creation of the SEC, there existed so-
called blue sky laws. They were enacted and enforced at the state level, and regulated the offering
and sale of securities to protect the public from fraud. Though the specific provisions of these laws
varied among states, they all required the registration of all securities offerings and sales, as well as
of every U.S. stockbroker and brokerage firm.[4]
However, these blue sky laws were generally found to be ineffective. For example, the Investment
Bankers Association told its members as early as 1915 that they could "ignore" blue sky laws by
making securities offerings across state lines through the mail.[5] After holding hearings on abuses on
interstate frauds (commonly known as the Pecora Commission), Congress passed the Securities Act
of 1933 (15 U.S.C. § 77a), which regulates interstate sales of securities (original issues) at the
federal level. The subsequent Securities Exchange Act of 1934 (15 U.S.C. § 78d) regulates sales of
securities in the secondary market. Section 4 of the 1934 act created the U.S. Securities and
Exchange Commission to enforce the federal securities laws; both laws are considered parts
of Franklin D. Roosevelt's New Deal raft of legislation.
Joseph P. Kennedy Sr, the inaugural Chairman of the SEC
The Securities Act of 1933 is also known as the "Truth in Securities Act" and the "Federal Securities
Act", or just the "1933 Act". Its goal was to increase public trust in the capital markets by requiring
uniform disclosure of information about public securities offerings. The primary drafters of 1933 Act
were Huston Thompson, a former Federal Trade Commission (FTC) chairman, and Walter Miller and
Ollie Butler, two attorneys in the Commerce Department's Foreign Service Division, with input from
Supreme Court Justice Louis Brandeis. For the first year of the law's enactment, the enforcement of
the statute rested with the Federal Trade Commission, but this power was transferred to the SEC
following its creation in 1934.
In 1934, Roosevelt named his friend Joseph P. Kennedy, a self-made multimillionaire financier and a
leader among the Irish-American community, as the insider-as-chairman who knew Wall Street well
enough to clean it up.[6] Two of the other five commissioners were James M. Landis (one of the
architects of the 1934 Act and other New Deal legislation) and Ferdinand Pecora (Chief Counsel to
the Senate Committee on Banking and Currency during its investigation of Wall Street banking and
stock brokerage practices). Kennedy added a number of intelligent young lawyers, including William
O. Douglas and Abe Fortas, both of whom later became Supreme Court justices. Kennedy's team
defined the mission and operating mode for the SEC, making full use of its wide range of legal
powers. The SEC had four missions. First and most important was to restore investor confidence in
the securities market, which had practically collapsed because of doubts about its internal integrity,
and fears of the external threats supposedly posed by anti-business elements in the Roosevelt
administration. Second, in terms of integrity, the SEC had to get rid of the penny-ante swindles
based on fake information, fraudulent devices, and unsound get-rich-quick schemes. That unsavory
element had to be prosecuted and shut down. Thirdly, and much more important than the outright
frauds, the SEC had to end the million-dollar insider maneuvers by top officials of major
corporations, whereby insiders with access to much better information about the condition of the
company knew when to buy or sell their own securities. A crackdown on insider trading was given
high priority. Finally, the SEC had to set up a complex system of registration for all securities sold in
America, with a clear-cut set of deadlines, rules and guidelines that everyone had to follow. Drafting
precise rules was the main challenge faced by the bright young lawyers. The SEC succeeded in its
four missions, as Kennedy reassured the American business community that they would no longer
be deceived and tricked and taken advantage of by Wall Street. He became a cheerleader for
ordinary investors to return to the market and enable the economy to grow again.[7]
The law requires that issuing companies register distributions of securities with the SEC prior to
interstate sales of these securities, so that investors may have access to basic financial information
about issuing companies and risks involved in investing in the securities in question. Since 1994,
most registration statements (and associated materials) filed with the SEC can be accessed via the
SEC's online system, EDGAR.[8]
The Securities Exchange Act of 1934 is also known as "the Exchange Act" or "the 1934 Act". This
act regulates secondary trading between individuals and companies which are often unrelated to the
original issuers of securities. Entities under the SEC's authority include securities exchanges with
physical trading floors such as the New York Stock Exchange (NYSE), self-regulatory
organizations (SROs) such as the National Association of Securities Dealers (NASD), the Municipal
Securities Rulemaking Board (MSRB), online trading platforms such as the NASDAQ Stock
Market (NASDAQ) and alternative trading systems (ATSs), and any other persons (e.g., securities
brokers) engaged in transactions for the accounts of others.[9]
Later SEC commissioners and chairmen include William O. Douglas, Jerome Frank (one of the
leaders of the legal realism movement), and William J. Casey (who later headed the Central
Intelligence Agency under President Ronald Reagan).

Organizational structure[edit]
Commission members[edit]
Main article: Securities and Exchange Commission appointees
Non-partisan, no more than three Commissioners may belong to the same political party. The
President also designates one of the Commissioners as Chairman, the SEC's top executive.
However, the President does not possess the power to fire the appointed Commissioners, a
provision that was made to ensure the independence of the SEC. This issue arose during the 2008
presidential election in connection with the ensuing financial crises.
Currently, the SEC Commissioners are:[10]

Name Title Party Took office Term expires

Jay Clayton Chairman Independent May 4, 2017 2021

Kara Stein Democratic August 9, 2013 2017

Robert J. Jackson Jr. Democratic 2019

Commissioner January 11, 2018
Hester Peirce Republican 2020

Elad Roisman Republican September 11, 2018 2023

Divisions[edit]
U.S. Securities and Exchange Commission headquarters in Washington, D.C., near Union Station
Within the SEC, there are five divisions. Headquartered in Washington, D.C., the SEC has 11
regional offices throughout the US.
The SEC's divisions are:[11]

 Corporation Finance
 Trading and Markets
 Investment Management
 Enforcement
 Economic and Risk Analysis
Corporation Finance is the division that oversees the disclosure made by public companies, as well
as the registration of transactions, such as mergers, made by companies. The division is also
responsible for operating EDGAR.
The Trading and Markets division oversees self-regulatory organizations such as the Financial
Industry Regulatory Authority (FINRA) and Municipal Securities Rulemaking Board (MSRB) and
all broker-dealer firms and investment houses. This division also interprets proposed changes to
regulations and monitors operations of the industry. In practice, the SEC delegates most of its
enforcement and rulemaking authority to FINRA. In fact, all trading firms not regulated by other
SROs must register as a member of FINRA. Individuals trading securities must pass exams
administered by FINRA to become registered representatives.[12][13]
The Investment Management Division oversees registered investment companies, which
include mutual funds, as well as registered investment advisors. These entities are subject to
extensive regulation under various federal securities laws.[14] The Division of Investment
Management administers various federal securities laws, in particular the Investment Company Act
of 1940 and Investment Advisers Act of 1940. This division's responsibilities include:[15]

 assisting the Commission in interpreting laws and regulations for

the public and SEC inspection and enforcement staff;
 responding to no-action requests and requests for exemptive relief;
 reviewing investment company and investment adviser filings;
 assisting the Commission in enforcement matters involving
investment companies and advisers; and
 advising the Commission on adapting SEC rules to new
circumstances.
The Enforcement Division works with the other three divisions, and other Commission offices, to
investigate violations of the securities laws and regulations and to bring actions against alleged
violators. The SEC generally conducts investigations in private. The SEC's staff may seek voluntary
production of documents and testimony, or may seek a formal order of investigation from the SEC,
which allows the staff to compel the production of documents and witness testimony. The SEC can
bring a civil action in a U.S. District Court, or an administrative proceedingwhich is heard by an
independent administrative law judge (ALJ). The SEC does not have criminal authority, but may
refer matters to state and federal prosecutors. The director of the SEC's Enforcement
Division Robert Khuzami left the office in February 2013.[16]
Among the SEC's offices are:

 The Office of General Counsel, which acts as the agency's "lawyer"

before federal appellate courts and provides legal advice to the
Commission and other SEC divisions and offices;
 The Office of the Chief Accountant, which establishes and enforces
accounting and auditing policies set by the SEC. This office has
played a role in such areas as working with the Financial
Accounting Standards Board to develop Generally Accepted
Accounting Principles, the Public Company Accounting Oversight
Board in developing audit requirements, and the International
Accounting Standards Board in advancing the development
of International Financial Reporting Standards;
 The Office of Compliance, Inspections and Examinations, which
inspects broker-dealers, stock exchanges, credit rating agencies,
registered investment companies, including both closed-end and
open-end (mutual funds) investment companies, money funds.
and Registered Investment Advisors;
 The Office of International Affairs, which represents the SEC abroad
and which negotiates international enforcement information-sharing
agreements, develops the SEC's international regulatory policies in
areas such as mutual recognition, and helps develop international
regulatory standards through organizations such as
the International Organization of Securities Commissions and
the Financial Stability Forum;
 The Office of Investor Education and Advocacy, which helps
educate the public about securities markets and warns investors of
fraud and stock market scams;
 The Office of Economic Analysis, which helps the SEC estimate the
economic costs and benefits of its various rules and regulations;
and
 The Office of Information Technology, which supports the
Commission and staff in information technology, including
application development, infrastructure operations. and engineering,
user support, IT program management, capital planning, security,
and enterprise architecture.
 The Inspector General. The SEC announced in January 2013 that it
had named Carl Hoecker the new inspector general.[17][18] He has a
staff of 22.[19]
 The SEC Office of the Whistleblower provides assistance and
information from a whistleblower who knows of possible securities
law violations: this can be among the most powerful weapons in the
law enforcement arsenal of the Securities and Exchange
 Commission.[20]Created by Section 922 of the Dodd-Frank Wall
Street Reform and Consumer Protection Act Dodd–Frank Wall
Street Reform and Consumer Protection Act amended the
Securities Exchange Act of 1934 (the "Exchange Act") by, among
other things, adding Section 21F, entitled "Securities Whistleblower
Incentives and Protection."[21] Section 21F directs the Commission to
make monetary awards to eligible individuals who voluntarily
provide original information that leads to successful Commission
enforcement actions resulting in the imposition of monetary
sanctions over $1,000,000, and certain successful related actions.[22]

SEC communications[edit]
Comment letters[edit]
Comment letters are issued by the SEC's Division of Corporation Finance in response to a
company's public filing.[23] This letter, initially private, contains an itemized list of requests from the
SEC. Each comment in the letter asks the filer to provide additional information, modify their
submitted filing, or change the way they disclose in future filings. The filer must reply to each item in
the comment letter. The SEC may then reply back with follow-up comments.[24] This correspondence
is later made public.
In October 2001 the SEC wrote to CA, Inc., covering 15 items, mostly about CA's accounting,
including 5 about revenue recognition.[25] The chief executive officer of CA, to whom the letter was
addressed, pleaded guilty to fraud at CA in 2004.[25]
In June 2004, the SEC announced that it would publicly post all comment letters, to give investors
access to the information in them. An analysis of regulatory filings in May 2006 over the prior 12
months indicated, that the SEC had not accomplished what it said it would do. The analysis found
212 companies that had reported receiving comment letters from the SEC, but only 21 letters for
these companies were posted on the SEC's website. John W. White, the head of the Division of
Corporation Finance, told the New York Times in 2006: "We have now resolved the hurdles of
posting the information.... We expect a significant number of new postings in the coming months."[25]
No-action letters[edit]
No-action letters are letters by the SEC staff indicating that the staff will not recommend to the
Commission that the SEC undertake enforcement action against a person or company if that entity
engages in a particular action. These letters are sent in response to requests made when the legal
status of an activity is not clear. These letters are publicly released and increase the body of
knowledge on what exactly is and is not allowed. They represent the staff's interpretations of the
securities laws and, while persuasive, are not binding on the courts.
One such use, from 1975 to 2007, was with the nationally recognized statistical rating
organization (NRSRO), a credit rating agency that issues credit ratings that the SEC permits other
financial firms to use for certain regulatory purposes.

Freedom of Information Act processing performance[edit]

In the latest Center for Effective Government analysis of 15 federal agencies which receive the
most Freedom of Information Act (United States) (FOIA) requests published in 2015 (using 2012 and
2013 data, the most recent years available), the SEC was among the 5 lowest performers, earned a
D- by scoring 61 out of a possible 100 points, i.e. did not earn a satisfactory overall grade. It had
deteriorated from a D- in 2013.[26]
Operations[edit]
List of major SEC enforcement actions (2009–12)[edit]
Main article: List of major SEC enforcement actions (2009–12)
The SEC's Enforcement Division brought a number of major actions in 2009–12.
Regulatory action in the credit crunch[edit]
The SEC announced on September 17, 2008, strict new rules to prohibit all forms of "naked short
selling" as a measure to reduce volatility in turbulent markets.[27][28]
The SEC investigated cases involving individuals attempting to manipulate the market by passing
false rumors about certain financial institutions. The Commission has also investigated trading
irregularities and abusive short-selling practices. Hedge fund managers, broker-dealers, and
institutional investors were also asked to disclose under oath certain information pertaining to their
positions in credit default swaps. The Commission also negotiated the largest settlements in the
history of the SEC (approximately $51 billion in all) on behalf of investors who purchased auction
rate securities from six different financial institutions.
Regulatory failures[edit]
The SEC has been criticized "for being too 'tentative and fearful' in confronting wrongdoing on Wall
Street", and for doing "an especially poor job of holding executives accountable".[29][30][31]
Christopher Cox, the former SEC chairman, has recognized the organization's multiple failures in
relation to the Bernard Madoff fraud.[32]Starting with an investigation in 1992 into a Madoff feeder
fund that only invested with Madoff, and which, according to the SEC, promised "curiously steady"
returns, the SEC did not investigate indications that something was amiss in Madoff's investment
firm.[33] The SEC has been accused of missing numerous red flags and ignoring tips on Madoff's
alleged fraud.[34]
As a result, Cox said that an investigation would ensue into "all staff contact and relationships with
the Madoff family and firm, and their impact, if any, on decisions by staff regarding the firm".[35] SEC
Assistant Director of the Office of Compliance Investigations Eric Swanson had met Madoff's
niece, Shana Madoff, when Swanson was conducting an SEC examination of whether Bernard
Madoff was running a Ponzi schemebecause she was the firm's compliance attorney. The
investigation was closed, and Swanson subsequently left the SEC, and married Shana Madoff.[36]
Approximately 45 per cent of institutional investors thought that better oversight by the SEC could
have prevented the Madoff fraud.[37] Harry Markopolos complained to the SEC's Boston office in
2000, telling the SEC staff they should investigate Madoff because it was impossible to legally make
the profits Madoff claimed using the investment strategies that he said he used.[38]
A similar failure occurred in the case of Allen Stanford, who sold fake certificates of deposit to tens of
thousands of people, many of them working-class retirees. In 1997, the SEC's own examiners
spotted the fraud and warned about it. But the Enforcement division would not pursue Stanford,
despite repeated warnings by SEC examiners over the years.[39] After the Madoff fraud emerged, the
SEC finally took action against Stanford in 2009.
In June 2010, the SEC settled a wrongful termination lawsuit with former SEC enforcement
lawyer Gary J. Aguirre, who was terminated in September 2005 following his attempt to subpoena
Wall Street figure John J. Mack in an insider trading case involving hedge fund Pequot Capital
Management;[40] Mary Jo White, who was at the time representing Morgan Stanley later nominated
as chair of the SEC, was involved in this case.[41] While the insider case was dropped at the time, a
month prior to the SEC's settlement with Aguirre the SEC filed charges against Pequot.[40] The
Senate released a report in August 2007 detailing the issue and calling for reform of the SEC.[42]
On September 26, democratic senator Mark Warner in a letter asked the SEC to evaluate whether
the current disclosure regime was adequate, citing the low number of companies' disclosures to
date.[43][44][45]
Others have criticized the SEC for taking an overly rule-based and enforcement-focused approach to
regulation, rather than an approach that emphasizes industry-wide safety and learning and thus
ensures the reliability of the national securities trading system.[46]
Inspector General office failures[edit]
In 2009, the Project on Government Oversight, a government watchdog group, sent a letter to
Congress criticizing the SEC for failing to implement more than half of the recommendations made
to it by its Inspector General.[47] According to POGO, in the prior two years, the SEC had taken no
action on 27 out of 52 recommended reforms suggested in Inspector General reports, and still had a
"pending" status on 197 of the 312 recommendations made in audit reports. Some of the
recommendations included imposing disciplinary action on SEC employees who receive improper
gifts or other favors from financial companies, and investigating and reporting the causes of the
failures to detect the Madoff ponzi scheme.[48]
In a 2011 article by Matt Taibbi in Rolling Stone, former SEC employees were interviewed and
commented negatively on the SEC's Office of the Inspector General (OIG). Going to the OIG was
"well-known to be a career-killer".[49]
Because of concerns raised by David P. Weber, former SEC Chief Investigator, regarding conduct
by SEC Inspector General H. David Kotz, Inspector General David C. Williams of the U.S. Postal
Service was brought in to conduct an independent, outside review of Kotz's alleged improper
conduct in 2012.[50] Williams concluded in his 66-page Report that Kotz violated ethics rules by
overseeing probes that involved people with whom he had conflicts of interest due to "personal
relationships."[50][51] The report questioned Kotz's work on the Madoff investigation, among others,
because Kotz was a "very good friend" with Markopolos.[51][52][53][54] It concluded that while it was
unclear when Kotz and Markopolos became friends, it would have violated U.S. ethics rules if their
relationship began before or during Kotz's Madoff investigation.[51] The report also found that Kotz
himself "appeared to have a conflict of interest" and should not have opened his Standford
investigation, because he was friends with a female attorney who represented victims of the fraud.[52]
Destruction of documents[edit]
According to former SEC employee and whistleblower Darcy Flynn, also reported by Taibbi, the
agency routinely destroyed thousands of documents related to preliminary investigations of alleged
crimes committed by Deutsche Bank, Goldman Sachs, Lehman Brothers, SAC Capital, and other
financial companies involved in the Great Recession that the SEC was supposed to have been
regulating. The documents included those relating to "Matters Under Inquiry", or MUI, the name the
SEC gives to the first stages of the investigation process. The tradition of destruction began as early
as the 1990s. This SEC activity eventually caused a conflict with the National Archives and Records
Administration when it was revealed to them in 2010 by Flynn. Flynn also described a meeting at the
SEC in which top staff discussed refusing to admit the destruction had taken place, because it was
possibly illegal.[49]
Iowa Republican Senator Charles Grassley, among others, took note of Flynn's call for protection as
a whistleblower, and the story of the agency's document-handling procedures. The SEC issued a
statement defending its procedures. NPR quoted University of Denver Sturm College of
Law professor Jay Brown as saying: "My initial take on this is it's a tempest in a teapot," and Jacob
Frenkel, a securities lawyer in the Washington, D.C., area, as saying in effect "there's no allegation
the SEC tossed sensitive documents from banks it got under subpoena in high-profile cases that
investors and lawmakers care about". NPR concluded its report:
The debate boils down to this: What does an investigative record mean to Congress? And the
courts? Under the law, those investigative records must be kept for 25 years. But federal officials say
no judge has ruled that papers related to early-stage SEC inquiries are investigative records. The
SEC's inspector general says he's conducting a thorough investigation into the allegations. [Kotz]
tells NPR that he'll issue a report by the end of September.[55]

Relationship to other agencies[edit]

In addition to working with various self-regulatory organizations such as the Financial Industry
Regulatory Authority (FINRA), the Securities Investor Protection Corporation (SIPC), and Municipal
Securities Rulemaking Board (MSRB), the SEC also works with other federal agencies, state
securities regulators, international securities agencies and law enforcement agencies.[56]
In 1988 Executive Order 12631 established the President's Working Group on Financial Markets.
The Working Group is chaired by the Secretary of the Treasury and includes the Chairman of the
SEC, the Chairman of the Federal Reserve and the Chairman of the Commodity Futures Trading
Commission. The goal of the Working Group is to enhance the integrity, efficiency, orderliness, and
competitiveness of the financial markets while maintaining investor confidence.[57]
The Securities Act of 1933 was originally administered by the Federal Trade Commission. The
Securities Exchange Act of 1934 transferred this responsibility from the FTC to the SEC. The main
mission of the FTC is to promote consumer protection and to eradicate anti-competitive business
practices. The FTC regulates general business practices, while the SEC focuses on the securities
markets.
The Temporary National Economic Committee was established by joint resolution of Congress 52
Stat. 705 on June 16, 1938. It was in charge of reporting to Congress on abuses of monopoly power.
The committee was defunded in 1941, but its records are still under seal by order of the SEC.[58]
The Municipal Securities Rulemaking Board (MSRB) was established in 1975 by Congress to
develop rules for companies involved in underwriting and trading municipal securities. The MSRB is
monitored by the SEC, but the MSRB does not have the authority to enforce its rules.
While most violations of securities laws are enforced by the SEC and the various SROs it monitors,
state securities regulators can also enforce statewide securities blue sky laws.[4] States may require
securities to be registered in the state before they can be sold there. National Securities Markets
Improvement Act of 1996 (NSMIA) addressed this dual system of federal-state regulation by
amending Section 18 of the 1933 Act to exempt nationally traded securities from state registration,
thereby pre-empting state law in this area. However, NSMIA preserves the states' anti-fraud
authority over all securities traded in the state.[59]
The SEC also works with federal and state law enforcement agencies to carry out actions against
actors alleged to be in violation of the securities laws.
The SEC is a member of International Organization of Securities Commissions (IOSCO), and uses
the IOSCO Multilateral Memorandum of Understanding as well as direct bilateral agreements with
other countries' securities commissions to deal with cross-border misconduct in securities markets.

Related legislation[edit]
 1933: Securities Act of 1933
 1934: Securities Exchange Act of 1934
 1938: Temporary National Economic Committee (establishment)
 1939: Trust Indenture Act of 1939
 1940: Investment Advisers Act of 1940
  1940: Investment Company Act of 1940
 1968: Williams Act (Securities Disclosure Act)
 1982: Garn–St. Germain Depository Institutions Act
 1999: Gramm–Leach–Bliley Act
 2000: Commodity Futures Modernization Act of 2000
 2002: Sarbanes–Oxley Act
 2003: Fair and Accurate Credit Transactions Act of 2003
 2006: Credit Rating Agency Reform Act of 2006
 2010: Dodd–Frank Wall Street Reform and Consumer Protection
Act
 2012: Volcker Rule (a specific section of the Dodd–Frank Act)
 Title 17 of the Code of Federal Regulations

See also[edit]
 Chicago Stock Exchange
 Financial regulation
 List of financial regulatory authorities by country
 Regulation D (SEC)
 Securities regulation in the United States
 Securities market participants (United States)
Forms[edit]

 SEC filing
 Form 4 (stock and stock options ownership and exercise
disclosure)
 Form 8-K
 Form 10-K
 Form S-1 (IPO)

References[edit]
1. Jump up^ FY 2017 Congressional Budget Justification (PDF). U.S.
Securities and Exchange Commission. 2016. p. 14.
2. Jump up^ SEC (June 10, 2013). "What We Do". SEC.gov. U.S.
Securities and Exchange Commission. Retrieved 2017-03-24.
3. Jump up^ "The Role of the SEC". Investor.gov.
4. ^ Jump up to:a b "Blue Sky laws". Seclaw.com. July 7, 2007.
Retrieved March 1,2013.
5. Jump up^ Seligman, Joel (2003). The Transformation of Wall Street.
Aspen. pp. 45, 51–52.
6. Jump up^ He was the father of president John F. Kennedy. David
Nasaw, The Patriarch: The Remarkable Life and Turbulent Times of
Joseph P. Kennedy (2012) pp 204-37.
7. Jump up^ Nassau, The Patriarch, pp. 226–28
8. Jump up^ "Securities Act of 1933" (PDF). Retrieved March 1, 2013.
9. Jump up^ "Securities Exchange Act of 1934" (PDF). Retrieved March
1,2013.
10. Jump up^ "Current SEC Commissioners". Sec.gov. December 17,
2012. Retrieved March 1, 2013.
11. Jump up^ Organization of the SEC U.S. Securities and Exchange
Commission
12. Jump up^ "National Association of Securities Dealers". Finra.com.
Retrieved March 1, 2013.
13. Jump up^ "How does the NASD differ from the SEC?" Investopedia.
Investopedia Inc.
14. Jump up^ Lemke and Lins, Regulation of Investment
Advisers (Thomson West, 2013 ed.); Lemke, Lins and
Smith, Regulation of Investment Companies (Matthew Bender, 2013
ed.).
15. Jump up^ "How the SEC Protects Investors, Maintains Market
Integrity, and Facilitates Capital Formation (Securities and Exchange
Commission)". Sec.gov. Retrieved March 1, 2013.
16. Jump up^ Protess, Ben (February 11, 2013). "S.E.C.'s Revolving
Door Hurts Its Effectiveness, Report Says". Dealbook.nytimes.com.
Retrieved March 1, 2013.
17. Jump up^ Schroeder, Peter (January 29, 2013). "SEC names new
inspector general – The Hill's On The Money". Thehill.com.
Retrieved March 1, 2013.
18. Jump up^ "SEC.gov - Jon Rymer Named Interim Inspector
General". www.sec.gov.
19. Jump up^ Greene, Jenna,"The Conversation Stopper: SEC Inspector
General H. David Kotz: Staffers may not like riding the elevator with
him, but the SEC is taking his advice", Corporate Counsel, July 27,
2011. Retrieved August 18, 2011.
20. Jump up^ "Office of the SEC Whistleblower". Sec.gov.
Retrieved 2013-12-05. This article incorporates text from this
source, which is in the public domain.
21. Jump up^ https://www.sec.gov/about/offices/owb/reg-21f.pdf
22. Jump up^ https://www.sec.gov/about/offices/owb/annual-report-
2012.pdf This article incorporates text from this source, which is in
the public domain.
23. Jump up^ "Fast Answers: Comment Letters". SEC.gov.
Retrieved October 16, 2015.
24. Jump up^ "Filing Review Process". SEC.gov. Retrieved October
16, 2015.
25. ^ Jump up to:a b c Gretchen Morgenson (May 28, 2008). "Deafened by
the S.E.C.'s Silence, He Sued". The New York Times.
26. Jump up^ Making the Grade: Access to Information Scorecard
2015 March 2015, 80 pages, Center for Effective Government,
retrieved 21 March 2016
27. Jump up^ Lauren Tara LaCapra (September 17, 2008). "Naked-
Shorts Ban Gets Chilly Reception". The street.
28. Jump up^ Ellis, David (September 17, 2008). "Regulator enacts new
ruling banning 'naked' short selling on all public companies". CNN.
Retrieved May 26, 2010.
29. Jump up^ Jason Breslow (Director) (April 8, 2014). "Is SEC "Fearful"
of Wall Street? Agency Insider Says Yes". Frontline (U.S. TV series).
PBS. Retrieved December 14, 2014.
30. Jump up^ Schmidt, Robert (April 8, 2014). "SEC Goldman Lawyer
Says Agency Too Timid on Wall Street Misdeeds". Bloomberg.
Retrieved December 14, 2014.
31. Jump up^ Kidney, Jim (2014). "Retirement Remarks" (PDF). SEC
Union, NTEU Chapter 293. Archived from the original (PDF) on 2014-
09-12. Retrieved November 20, 2014.
32. Jump up^ Chung, Joanna (December 17, 2008). "Financial Times:
SEC chief admits to failures in Madoff case". Ft.com. Retrieved March
1, 2013.
33. Jump up^ Moyer, Liz (December 23, 2008). "Could SEC Have
Stopped Madoff Scam In 1992?". Forbes. Archived from the
original on February 1, 2009. Retrieved December 24, 2008.
34. Jump up^ Weil, Jonathan. "Madoff exposes double standard for Ponzi
schemes". Bloomberg News. Greater Fort Wayne Business Weekly.
Retrieved December 26, 2008.[dead link]
35. Jump up^ Serchuk, David (December 22, 2008). "Love, Madoff And
The SEC". Forbes. Retrieved December 24, 2008.
36. Jump up^ Labaton, Stephen (December 19, 2008). "Unlikely Player
Pulled Into Madoff Swirl". The New York Times.
37. Jump up^ "Little faith in regulators and rating agencies, as LP
demand for alternatives cools off, finds survey".
38. Jump up^ Markopolos, H (2010). No One Would Listen: A True
Financial Thriller. John Wiley & Sons. pp. 55–60. ISBN 0-470-55373-1.
39. Jump up^ Kurdas, Chidem. Political Sticky Wicket: The Untouchable
Ponzi Scheme of Allen Stanford.
40. ^ Jump up to:a b Blaylock D. (June 2010). SEC Settles with Aguirre.
Government Accountability Project.
41. Jump up^ Choice of Mary Jo White to Head SEC Puts Fox In Charge
of Hen House. Rolling Stone.
42. Jump up^ Committee on Finance, Committee on the Judiciary.The
Firing of an SEC Attorney and the Investigation of Pequot Capital
Management. U.S. Government Printing Office.
43. Jump up^ "20160926 Letter to SEC on Yahoo Breach". Retrieved 13
December 2016.
44. Jump up^ Volz, Dustin. "Yahoo hack may become test case for SEC
data breach disclosure rules". Reuters. Retrieved 13 December 2016.
45. Jump up^ "Sen. Warner Calls on SEC to Investigate Disclosure of
Yahoo Breach". 26 September 2016. Retrieved 13 December 2016.
46. Jump up^ "Preventing Crashes: Lessons for the SEC from the Airline
Industry". January 6, 2015. Retrieved January 6, 2015.
47. Jump up^ Johnson, Fawn. (December 17, 2009) "Group Alleges
Slack SEC Response to Internal Watchdog". NASDAQ.
48. Jump up^ Brian, Danielle. (December 16, 2009) "POGO Letter to
SEC Chairman Mary Schapiro regarding SEC's failure to act on
hundreds of Inspector General recommendations" Archived August 4,
2010, at the Wayback Machine.. The Project On Government
Oversight Website.
49. ^ Jump up to:a b Is the SEC Covering Up Wall Street Crimes?, Matt
Taibbi, 2011 August 17
50. ^ Jump up to:a b Schmidt, Robert (January 25, 2013). "SEC Said to
Back Hire of U.S. Capitol Police Inspector General". Bloomberg.
Retrieved February 10, 2013.
51. ^ Jump up to:a b c Schmidt, Robert; Joshua Gallu (October 26,
2012). "Former SEC Watchdog Kotz Violated Ethics Rules, Review
Finds". Bloomberg. Retrieved February 10, 2013.
52. ^ Jump up to:a b Robert Schmidt and Joshua Gallu (October 6,
2012). "Former SEC Watchdog Kotz Violated Ethics Rules, Review
Finds". Business Week. Retrieved February 12, 2013.
53. Jump up^ Sarah N. Lynch (November 15, 2012). "David Weber
Lawsuit: Ex-SEC Investigator Accused Of Wanting To Carry A Gun At
Work, Suing For $20 Million". The Huffington Post. Retrieved February
10, 2013.
 54. Jump up^ "David Kotz, Ex-SEC Inspector General, May Have Had
Conflicts Of Interest". The Huffington Post. October 5, 2012.
Retrieved February 10, 2013.
55. Jump up^ Johnson, Carrie, "SEC Documents Destroyed, Employee
Tells Congress", National Public Radio (transcript and audio), August
18, 2011. Retrieved August 18, 2011.
56. Jump up^ Regulatory Structure Archived November 18, 2007, at
the Wayback Machine.
57. Jump up^ U.S. Treasury Archived December 3, 2010, at the Wayback
Machine.
58. Jump up^ "National Archives". Archives.gov. Retrieved March
1, 2013.
59. Jump up^ "National Securities Markets Improvement Act".
AccreditedInvestors.net.

External links[edit]
Wikimedia Commons has
media related to United
States Securities and
Exchange Commission.

 Official website
 SEC in the Federal Register
 Securities and Exchange Commission Historical Society
 Association of Securities and Exchange Commission Alumni
(ASECA)

show

Chairmen of the United States Securities and Exchange Commission

 WorldCat Identities

 BNF: cb12125113v (data)

Authority GND: 42391-9

control  ISNI: 0000 0001 2238 4963

 SUDOC: 029678587

 VIAF: 134827744
Categories:
 U.S. Securities and Exchange Commission
 1934 establishments in Washington, D.C.
 Corporate crime
 Financial crime prevention
  Financial regulatory authorities of the United States
 Government agencies established in 1934
 New Deal agencies
Navigation menu
 Not logged in

 Talk

 Contributions

 Create account

 Log in
 Article
 Talk
 Read
 Edit
 View history
Search
 Main page
 Contents
 Featured content
 Current events
 Random article
 Donate to Wikipedia
 Wikipedia store
Interaction
 Help
 About Wikipedia
 Community portal
 Recent changes
 Contact page
Tools
 What links here
 Related changes
 Upload file
 Special pages
 Permanent link
 Page information
 Wikidata item
 Cite this page
Print/export
 Create a book
 Download as PDF
 Printable version
In other projects
 Wikimedia Commons
 Languages
 ‫العربية‬
 Deutsch
 Español
 Français
 Bahasa Indonesia
 Italiano
 Português
 Русский
 中文
17 more
Edit links
 This page was last edited on 4 October 2018, at 21:54 (UTC).
 Text is available under the Creative Commons Attribution-ShareAlike License; additional
terms may apply. By using this site, you agree to the Terms of Use and Privacy Policy.
Wikipedia® is a registered trademark of the Wikimedia Foundation, Inc., a non-profit
organization.

 Privacy policy

 About Wikipedia

 Disclaimers

 Contact Wikipedia

 Developers

 Cookie statement

 Mobile view