Office of Investor Advocate Report on Activities

Rick Fleming is Investor Advocate at the U.S. Securities and Exchange Commission. This post is based on the 2020 Office of Investor Advocate Report on Activities. The views expressed in this post are those of Mr. Fleming and do not necessarily reflect those of the Securities and Exchange Commission or its staff.

Like the other offices and divisions of the Securities and Exchange Commission, the COVID-19 pandemic necessitated changes to our work environment, with team members working remotely through much of the fiscal year. The pandemic also affected our workload. For example, we organized and hosted two ad hoc virtual meetings of the Investor Advisory Committee (IAC) so that its members could provide timely, on-the-ground feedback to the Commission regarding the impacts of COVID-19 on businesses and financial markets.

We commend the Commission for its response to the challenges of the pandemic. Staff and leadership of the Commission reacted quickly to changing dynamics, and they demonstrated remarkable commitment and flexibility. This alleviated many of the strains in the financial system that could have had devastating consequences for investors.

On the other hand, the rulemaking agenda of the SEC was often disappointing for investor advocates this year. As described in this report, the Commission engaged in numerous rulemakings of a deregulatory nature. While these typically were characterized as efforts to “modernize” or “streamline” regulations, they often had the effect of diminishing investor protections. Meanwhile, several modernizations sought by investors were not addressed. For example, the Commission did not prioritize repairs to the antiquated infrastructure of the proxy voting system, bypassed opportunities to make disclosures machine-readable, and failed to establish a coherent framework for the disclosure of environmental, social, and governance (ESG) matters that could influence a company’s long-term performance.

Remarkably, the Commission also selectively abandoned its deregulatory posture by erecting higher barriers for shareholders’ exercise of independent oversight over the management of public companies. Individual investors will now find it more difficult, if not impossible, to put forward a proposal for consideration by other shareholders. In addition, institutional investors such as pension funds will now be subject to potential interference by management regarding the advice those investors pay to receive from proxy advisory firms. While these rulemakings purport to be beneficial for investors, the record reflects that the vast majority of investors opposed them.

In this report, we make recommendations for the reversal of what are, in our view, the most troubling recent actions of the Commission: the shareholder proposal rule, the proxy advisory firm rules, a rulemaking to “harmonize” various Securities Act registration exemptions, and a rulemaking related to inverse and leveraged exchange traded funds. We also identify some near-term priorities that require legislative action or Commission rulemaking, including a framework for ESG disclosure standards, minimum listing standards for stock exchanges, and making disclosures machine-readable. In addition, we recommend legislative actions that would enhance the operational effectiveness of the Office of the Investor Advocate, including important steps to protect the integrity and independence of our research, and we encourage the implementation of grant programs to provide funding for efforts to protect investors.

In addition to our advocacy on policy matters, this report provides an overview of the important work carried out by SEC Ombudsman Tracey McNeil and her team. It also provides a glimpse into the work of our research team and our vision to serve as a contributor to data-driven policymaking. With very limited resources, these teams continue to manage an ever-increasing workload with passion and commitment to investors.

It has been an honor to lead an office of dedicated investor advocates for another year. I look forward to working with Congress and the leadership of the Commission in the coming days to promote an agenda that benefits investors who continue to save and invest for the future.

Recommendations for Administrative and Legislative Actions

Exchange Act Section 4(g)(6)(B) requires our Reports on Activities to contain “recommendations for such administrative and legislative actions as may be appropriate to resolve problems encountered by investors.” We respectfully present the following recommendations for your consideration, organized into three categories: (1) recent Commission rulemakings that, in our opinion, should be overturned under the Congressional Review Act or reversed by new leadership of the Commission; (2) new priorities that require legislative action or Commission rulemaking; and (3) legislative actions that would enhance the operations and responsibilities of the Office of the Investor Advocate.

What Should be Overturned or Reversed

Amendments to Exchange Act Rule 14a-8 Concerning Shareholder Proposals

On September 23, 2020, the Commission adopted amendments to Exchange Act Rule 14a-8 to

make it easier for public companies to exclude shareholder proposals from corporate proxy statements. The Commission accomplished this by: (1) raising the ownership thresholds that an investor must meet to submit a proposal for a vote by fellow shareholders; (2) requiring additional documentation to be provided when a proposal is submitted on an investor’s behalf; (3) requiring investors to identify specific dates and times they can meet with management in person or via teleconference to engage on the proposal; and (4) providing that a person may submit no more than one proposal, directly or indirectly, for the same shareholders’ meeting. Moreover, amendments to the resubmission thresholds raised the levels of shareholder support a proposal must receive to be eligible for resubmission at the same company’s future shareholders’ meetings.

We opposed this rulemaking because the new ownership thresholds significantly diminish the ability of shareholders with smaller investments to submit proposals. The comment file is replete with evidence demonstrating that shareholders with smaller investments have played an important role in the shareholder-proposal process, including by submitting proposals that have garnered broad shareholder support.

Beyond our disagreement with these policy choices of the Commission, we believe the economic analysis in this rulemaking was fundamentally flawed. For example, the Commission sought to raise the ownership thresholds to account for inflation since the thresholds were last adjusted in 1998, even though the number of shareholder proposals had trended downward over the years despite the effects of inflation. The Commission also ascribed little value to shareholder proposals that failed to receive a majority vote at a shareholder meeting, even though commenters provided numerous examples of shareholder proposals that led to constructive governance reforms before receiving a formal majority vote.

Most troubling, in our view, is the Commission’s avoidance of the most important and obvious question in the economic analysis of a rulemaking that changed eligibility thresholds: specifically, how many shareholders that were eligible under the prior rules would become ineligible under the amended rules. Astonishingly, instead of answering this question, the Commission limited its analysis to the effect of the amendments on the “pool of shareholders that has demonstrated an interest in submitting shareholder proposals generally,” which included only those individuals and entities that actually submitted shareholder proposals in 2018. This approach ignored the objections of commenters who asserted that the Commission should take into account all shareholders who lose eligibility to submit a shareholder proposal, because a right has value even if not exercised. Meanwhile, the Commission went in the opposite direction for purposes of counting the number of companies that would benefit from having fewer proposals submitted to them. For this purpose, the Commission counted all companies that could potentially have received a proposal in 2018, as opposed to just the ones that actually received a proposal.

The Commission has long possessed data to estimate the full number of investors who would lose eligibility to submit shareholder proposals. According to a staff analysis of the data performed early on in the rulemaking process, economists within the Division of Economic and Risk Analysis (DERA) estimated that somewhere between half to three-quarters of the retail investor accounts that were eligible under the then-existing thresholds would lose eligibility to submit shareholder proposals under the revised thresholds. However, the staff analysis was withheld from public view until August 14, 2020, a mere 40 days before the Commission voted to adopt the amendments, when the analysis was placed in the public comment file. This was six months after the deadline for public comments had expired, so commenters had little reason to re-examine the public comment file for additional data being relied upon by the Commission. Notably, the SEC—an agency that prides itself on its commitment to transparency—issued no press release, no official statement, nor so much as a tweet to draw the public’s attention to this new information.

For our part, the Office of the Investor Advocate sought access to the staff analysis on October 31, 2019. Our Office is charged with analyzing the potential impact on investors of rulemaking proposals and making recommendations to the Commission regarding those proposals. Exchange Act Section 4(g)(5) directs the Commission to ensure that the Investor Advocate has “full access” to the documents of the Commission as necessary to carry out the functions of the Office. Pursuant to this authority, we repeatedly requested copies of DERA’s written analysis to no avail, until the Commission quietly submitted the analysis into the public comment file more than nine months later.

In sum, we believe this particular rulemaking was adopted in contravention of the Commission’s internal policies for full and objective economic analysis, Exchange Act Section 4(g)(5), and, at the very least, the spirit of the Administrative Procedure Act. In our view, investors should not have to bear the expense of litigation to overturn such a flawed rulemaking.

Amendments to the Exchange Act Rules Concerning Proxy Advisory Firms

On July 22, 2020, the Commission amended the proxy rules in a way that requires proxy advisory firms, which are third-party vendors hired by institutional investors for advice and assistance in voting, to act as a conduit for company management to rebut the advice given. The rulemaking had three principal components. First, the Commission specified in the definition of “solicitation” that proxy voting advice constitutes a solicitation, which means that proxy advisory firms must meet exemptions from the information and filing requirements of the proxy rules in order to continue conducting business. Second, the Commission required proxy advisory firms, as a condition of the exemptions, to (i) provide enhanced disclosures regarding conflicts of interest; (ii) establish a mechanism by which a company that is the subject of advice may view the advice at or prior to the time when the proxy advisory firm disseminates the advice to its client; and (iii) establish a mechanism by which a client can reasonably be expected to become aware of a company’s additional soliciting material responding to the advice, before voting or before it is too late to change votes. Finally, the Commission amended the proxy rules’ antifraud provision to provide that a proxy advisory firm’s failure to disclose material information about its methodology, sources of information, or conflicts of interest, depending upon the particular facts and circumstances, could be considered misleading within the meaning of the rule. The Commission also supplemented prior guidance concerning how investment advisers should exercise voting authority on behalf of clients in light of the proxy voting advice rulemaking.

In our view, there are several troublesome aspects of this rulemaking. For example, the Commission’s justification for the feedback mechanism initially was predicated on the corporate registrant community’s purported allegations of widespread factual errors in proxy advisory firms’ work. The Commission retreated from this rationale in the adopting release, seeking instead to reframe findings in terms of system design—the ability to share and respond to information, and the ability of participants to engage with one another. But implicit in this framing, still, was the finding that the existing system lacked “reliability and completeness,” which rested on acceptance at face value of the claims of select market participants that proxy voting advice historically had not been transparent, accurate, and complete. The Commission did not evaluate the substance of these claims or distinguish biased opinion from fact, and these claims remain unsupported by empirical evidence.

Corporate governance is at times inherently contentious because shareholders may seek reforms that are opposed by management. Although dialogue and information sharing amongst participants are an important part of corporate governance, those with competing views may never see eye-to-eye. We believe investors should be free to seek the services of a third party to provide independent, objective advice about voting their shares, and investors should not be forced to pay for feedback mechanisms that subject them to further lobbying by corporate management. This is especially important in light of the compressed timeframe for proxy voting during the busy annual meeting season. We worry that the newly mandated feedback mechanism enables undue interference in the voting process and will likely result in the suppression of dissenting views.

As with the Rule 14a-8 rulemaking described above, we believe the proxy advisor rulemaking suffers from an inadequate economic analysis. Earlier this year, the Investor Advisory Committee found that both rulemaking proposals were inconsistent with published staff guidance on economic analyses in SEC rulemakings and recommended that the Commission revise and republish them for further comment. The Commission chose not to do so. In the adopting release for the proxy advisor rulemaking, the Commission stated that it “expects the rule to generate benefits compared to the baseline for clients of proxy voting advice businesses and investors, and, albeit to a lesser extent, for proxy voting advice businesses and registrants.” This assertion, however, was at odds with the overwhelming opposition from the first three groups, as reflected in the comment file.

Ironically, the rulemaking subjects the provision of voting advice to greater regulatory scrutiny than the provision of investment advice. Therein lies a paradox. Investment professionals have significant discretion when it comes to making recommendations to buy or sell securities, particularly when the client is an institutional investor. There is no requirement of “completeness” with respect to the information that investment advisers must give to clients when making such a recommendation. Nor is there any requirement that investment advisers give the company issuing a security an opportunity to review the recommendation. We fail to see the justification for such disparate treatment of voting advice.

For these reasons, we recommend that Congress or new leadership of the Commission review this rulemaking and reverse course.

Amendments to the Securities Act Registration Exemptions

On November 2, 2020, the Commission adopted amendments to several Securities Act registration exemptions. The amendments included:

  • Addressing, in one broadly applicable new rule, the ability of issuers to move from one exemption to another, as well as to a registered offering;
  • Raising offering limits for Regulation A, Regulation Crowdfunding, and Regulation D Rule 504 offerings, and raising individual investment limits;
  • Relaxing restrictions on general solicitation; and
  • Adjusting certain disclosure and eligibility requirements and bad actor disqualification provisions in order to reduce differences between exemptions.

In general, we are concerned with the continued shift of capital-raising from public markets to private markets. A central underpinning of the Securities Act of 1933 is the idea that a company must register its shares with the Commission and provide robust disclosures if it wishes to sell its securities to the general public. This concept has contributed to the development of a marketplace in which small investors occupy a more equal footing vis-á-vis large investors in terms of access to information that is important for making investment decisions. However, over the past several decades, this central tenet of securities regulation has eroded as Congress and the Commission created ever-expanding exemptions that allow companies to raise increasing amounts of capital with less and less public disclosure. As a practical matter, a company can now raise as much money as it wants from as many people as it wants for as long as it wants, without ever having to go through the registration process.

We view the “harmonization” rulemaking, as described above, as a further step toward making registration entirely voluntary. We are particularly concerned about the aspect of the rulemaking that nearly eviscerates the integration doctrine, which has traditionally deemed offerings close in time to be a single offering for purposes of eligibility for the offering exemptions. Previously, most offerings had to be separated by at least six months, but that period has been truncated in the new rule to 30 days. As a practical matter, if an issuer uses a combination or series of exempt offerings, it will now be very difficult for investors (or enforcement staff) to determine whether an offering was conducted in compliance with a particular exemption.

We also believe the Commission failed to provide a balanced analysis of the potential ramifications for investors who are being given greater access to private offerings. To its credit, the Commission acknowledged the heightened potential for fraud when offerings are unregistered. However, the Commission relied heavily upon an assumption that access to a wider range of offerings—including private offerings—will make investors better off. In our view, the Commission devoted inadequate consideration to countervailing concerns, particularly with respect to individual investors of limited means. For example, such an investor may have less access to information about the company than other market participants, the investment may be illiquid and difficult to resell at the desired time or price, and the investor may have difficulty diversifying a portfolio in a way that optimizes the investor’s chance of success in the higher-risk exempt markets.

While we generally agree that the registration exemptions are disjointed and ought to be harmonized in some respects, we believe this effort should reflect a more nuanced understanding of investors who may be offered the opportunity to participate in exempt offerings, as well as the companies that tend to utilize the offering exemptions. Toward that end, we agree with commenters who argue that the Commission lacks important data that it should collect before broadening the exemptions further. For instance, the Commission should require issuers and securities intermediaries to provide greater information about their use of transaction exemptions by amending Form D and conditioning the availability of the Regulation D safe harbor on compliance with the Form D notice filing requirement. With the information collected and insight gained, the Commission could make recommendations to Congress on the thresholds for mandatory registration under the Exchange Act and whether those thresholds ought to be revisited in light of the shift in capital-raising to exempt markets.

Amendments to Investment Company Act Rules Concerning the Use of Derivatives

A divided Commission adopted a long-awaited Derivatives Rule on October 28, 2020, with Commissioners Allison Lee and Caroline Crenshaw voicing forceful dissents. The rule ostensibly is designed to “provide a modernized, comprehensive approach to the regulation of [most registered funds’] derivatives use that addresses investor protection concerns,” but critical investor protection provisions contained in the proposed version of the rule were stripped away prior to adoption.

The proposed version of the Derivatives Rule, which advanced after a unanimous (5-0) Commission vote in 2019, generally would have required mutual funds (other than money market funds), exchange-traded funds (ETFs), registered closed-end funds, and business development companies (collectively, funds) engaging in derivatives transactions to comply with an outer limit on fund leverage based on value at risk (VaR). The Proposed Derivatives Rule fixed that outer limit at 150% of the VaR of a designated unleveraged reference index reflecting the markets or asset classes in which the fund invests. The 150% figure was based on a consideration of the extent to which a fund could borrow cash in compliance with existing securities law. Moreover, to help prevent a fund’s adviser from manipulating a reference index’s components, the Proposed Derivatives Rule required that the index not be administered by, nor be created at the request of, a fund or its investment adviser.

Notably, while exempting leveraged and/or inverse investment vehicles from the 150% VaR test, the Proposed Derivatives Rule would have required broker-dealers and investment advisers to exercise due diligence before approving retail investor accounts to invest in such products. Leveraged/inverse investment vehicles are complex financial products that typically seek to provide investment returns corresponding to 200% or 300% of the performance of a market index (or to provide investment returns that have an inverse relationship to the performance of a market index) over a single-day investment horizon. The Commission has long acknowledged the unique investor protection concerns that leveraged/ inverse investment vehicles present. Numerous enforcement cases at the Commission and FINRA have shown that investment professionals themselves often lack a basic understanding of these complex products, and media outlets have documented the confusion and harm these products cause. We further describe these concerns in the section below entitled “Problematic Investment Products and Practices.”

In a reversal from the Proposed Derivatives Rule, the final Derivatives Rule adopted by the Commission increases the VaR test threshold applicable to most funds from 150% to 200%. The final Derivatives Rule also continues to exempt funds that currently utilize 300% leverage (or 300% inverse leverage) from any VaR test threshold at all. In her dissent, Commissioner Lee argued that “[r]isk limits designed to place sensible boundaries around speculative investing have now been converted to outer bounds calibrated specifically to ensure that they will have no impact on funds’ existing practices.” Moreover, instead of a designated reference index, the adopted Derivatives Rule now permits a fund to compare its risk to its own securities portfolio for purposes of the VaR test. Thus, as observed by Commissioner Lee, “a fund can simply change its own derivative risk limits by making changes in its non-derivatives portfolio.” Finally, unlike the Proposed Derivatives Rule, the final Derivatives Rule does not require broker-dealers and investment advisers to exercise due diligence before approving retail investor accounts to invest in leveraged/inverse investment vehicles.

We recognize the hard work the Commission and its staff dedicated to the Derivatives Rule, and we believe that many aspects of the rule help modernize the regulation of funds’ use of derivatives. Nonetheless, we are deeply concerned that investor protection measures were significantly weakened—and in certain instances, entirely removed—from the rule as it progressed from proposal to adoption. We respectfully recommend rescinding the Derivatives Rule, which the Commission adopted along strict partisan lines. We also recommend that the unanimously-approved Proposed Derivatives Rule be reconsidered as a framework that modernizes the regulation of derivatives while providing sensible protections for Main Street investors.

New Priorities That Should Be Pursued

ESG Disclosure Standards

In making decisions to buy or sell securities, or to vote as a shareholder, many investors take into consideration information regarding what is known as “ESG”—environmental, social, and governance factors that may affect the long-term success of a company. For many years, investors large and small have called upon the Commission to require public companies to disclose more information about these matters. For example, in 2018 the Commission received a rulemaking petition signed by a number of institutional investors and securities law professors. Earlier this year, the Investor Advisory Committee recommended that the Commission begin in earnest an effort to update public company reporting requirements because investors need ESG-related information. The IAC noted that private-sector voluntary reporting initiatives are inefficient and inadequate, and that the U.S. appears to be falling out of step with capital markets trends in the European Union and elsewhere, where the Commission’s counterparts are setting new disclosure standards in response to investor demand.

Some view the Commission’s principles-based disclosure requirements as adequate to serve investors’ needs because they require the disclosure of “material” information—i.e., information that a reasonable investor would consider important in making an investment or voting decision. But, we agree with the many investors who assert that the principles-based disclosure requirements have failed to deliver important, decision-useful information. The information provided by companies tends to vary in quality, and it is not presented in a standard format that enables comparisons between companies.

We are also concerned with “greenwashing,” the practice of making misleading claims regarding companies’ or funds’ ESG credentials in order to draw the interest of investors who place value in ESG matters. Greenwashing is likely to grow increasingly problematic as companies and funds viewed as ESG-friendly continue to attract assets at an accelerating pace. If not curtailed, the proliferation of greenwashing may cause investors to question the bona fides of the ESG sector as a whole.

In our view, the lack of substantive disclosure standards contributes to the practice of greenwashing because general, principles-based disclosures make it difficult to determine whether a company or fund is following its stated objectives. In the absence of specific and comparable disclosures, even experienced investors and large financial institutions may struggle to discern meaningful differences in the practices of companies and funds.

To address these issues, Commissioners Lee and Crenshaw have proposed the creation of a special ESG advisory committee to make recommendations to the Commission, as well as an internal SEC task force to consider and implement policies in this area. We believe this is a sensible course because the move toward a comprehensive ESG disclosure framework will be a challenging project involving numerous complex issues. While Congressional authorization may not be necessary for this approach, we nonetheless would welcome legislative and budgetary support for the initiative.

Minimum Listing Standards for Exchanges

Exchange listing requirements impose, among other things, threshold standards for the corporate governance structure of issuers that want their shares trading in the U.S. public markets. These qualitative listing standards seek to ensure that public companies have an adequate corporate governance structure, including a fair proxy voting process, and generally protect the interests of shareholders.

The Commission has an oversight function and reviews whether exchanges’ proposed amendments to their listing standards are consistent with the Exchange Act. Courts have noted, however, that corporate governance remains largely the province of state law. While the Commission has statutory authority to further the Exchange Act’s underlying disclosure objectives around the proxy voting process, only the exchanges themselves have broader authority to regulate other substantive aspects of corporate governance for their listed issuers. On this point, the D.C. Circuit Court of Appeals once held that the Commission lacks statutory authority to address the use of dual-class shares by publicly listed companies through its own rulemaking, as Congress did not contemplate federal regulation of corporate governance when it passed the Exchange Act in 1934. The court noted, however, that the self-regulating exchanges could adopt rules governing this area of corporate governance for issuers seeking to list on the exchanges.

Market developments since that ruling suggest it is time to revisit this allocation of responsibility. The primary listing exchanges are now for-profit entities that, unlike their prior mutual ownership structure, have an inherent conflict of interest between protecting investors and generating business revenue from listed issuer fees. Our Office has long been concerned about an apparent race-to-the-bottom in this area—with the primary listing exchanges proposing to voluntarily lower their qualitative corporate governance standards in an effort to attract issuers, but at the expense of the protections the original standards provided investors.

If these for-profit businesses are to be entrusted with regulatory responsibility for corporate governance standards, it would make sense for Congress to set, by statute, certain minimum standards to guarantee investor protections. As an alternative, Congress should give the Commission clear statutory authority to set minimum listing standards that apply to all exchanges.

Congress has just taken an action of this nature with passage of the Holding Foreign Companies Accountable Act, S. 945 (116). This Act requires the Commission to prohibit the listing of securities for companies whose auditors, or accounting firms engaged to assist the audit, are located in jurisdictions that limit the PCAOB’s ability to inspect the auditors. We were pleased with the adoption of this legislation, which addressed a significant risk to U.S. investors, and we encourage Congress to consider other threats to investor protection that have arisen because of weak qualitative listing standards.

In our view, the minimum listing standards should also include the following requirements:

  1. If a company chooses to issue multiple classes of stock with differing voting rights, then the dual-class stock must contain a “sunset” provision. While we prefer the principle behind “one share, one vote” for the long-term protection of investors, some companies express reluctance to go public when the founding management team may still be executing a long-term strategy that may not appear profitable in the short term. As a compromise to allow retail investors access to these companies at an earlier stage, a sunset provision would provide a visionary founder a reasonable length of time to execute his or her initial vision as a public company, while ensuring that a disciplined governance mechanism provides long-term protection to investors.
  2. To make fully informed investment decisions, investors generally would benefit from greater insight into the diversity characteristics of a company’s current board, as well as its policies designed to promote diversity in board composition going forward. Thus, to be listed on a national exchange, a company should be required to provide more fulsome disclosure regarding the composition of its board of directors, nominees for director positions, and executive officers. The company should also provide greater transparency around its nominating process for director and officer selection, and any initiatives it has in place to increase board diversity. Voluntary disclosures in this regard have been useful, but listing standards could help ensure that more companies make this information publicly available on a basis that enables investors to draw comparisons. We believe that robust policies of this nature should be a minimum standard for listing on any exchange, and we support efforts in Congress to advance this type of disclosure.

Machine-Readable Disclosures

Notwithstanding the Commission’s many recent “modernization” initiatives, one area in which there remains much room for improvement is machine-readability. Investors consume more information now than ever before, and they increasingly utilize technological tools for this purpose.

Consider the challenges related to simple identifiers. If an investor wants to extract data about a company from multiple datasets, the investor must identify the correct company within each dataset. But, this task is often problematic because there are too many different entity identifiers in use. The most common is ‘company name,’ and there can be numerous variations in the name (e.g., “Inc.” or “Incorporated”). Without the adoption of a uniform and specific identifier, linking between datasets must rely on mapping tables, which require significant maintenance and updates that are manual, duplicative, expensive, and error-prone. The Commission participates in international efforts to implement uniform identifiers, such as the Legal Entity Identifier (LEI), but should do more to incorporate these identifiers in its regulations and forms.

The Financial Transparency Act (H.R. 4476) is a bill that was introduced in the U.S. House of Representatives in 2019 that would require the eight financial regulatory member-agencies of the U.S. Financial Stability Oversight Council to adopt and apply uniform data standards for the information collected from regulated entities. Among other things, the legislation would require regulators to adopt a uniform legal entity identifier, such as the G-20 backed LEI. We strongly support this type of proposal because it would help investors utilize publicly-available data from multiple sources.

More broadly, we urge the Commission to implement the directives of the Open, Public, Electronic and Necessary Government Data Act (Data Act), which codifies and builds on Federal policies and data infrastructure investments supporting information quality, access, protection, and use. Signed into law on January 14, 2019, the Data Act provides a sweeping, government-wide mandate for all federal agencies to publish government information in a machine-readable language by default. This is a timely impetus for updating the manner in which SEC registrants currently report information, much of which is still not machine-readable.

The complete publication, including footnotes, is available here.

Both comments and trackbacks are currently closed.