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SEC Gets 2 New Commissioners; Agency to Advance its Aggressive (and Provocative) Rulemaking Agenda

On June 16, 2022, the U.S. Senate confirmed Jaime Lizárraga and Mark Uyeda as SEC Commissioners.  Once seated, the agency will have a full slate of five commissioners for the first time in six months, following the departure of Commissioner Elad Roisman. Mark Uyeda, a long-time SEC staffer, rejoins the…

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SEC Extends Comment Periods for Recent Rulemakings. Applaud the Move or Criticize the Need To Take Action At All?

On May 9, 2022, the SEC extended the comment periods for proposed rulemaking on climate-related disclosures and reopened the comment period for proposed rulemaking relating to private funds and what it means to be an “exchange” under Exchange Act Rule 3b-16.  Each of these proposals originally provided 30 days for…

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Texas Securities Sheriff Wrangles Metaverse Gamblers

Securities law enforcement entered the metaverse recently in the form of an emergency cease and desist order issued by the Texas State Securities Board against individuals and a company using NFTs to finance multiple metaverse casinos.  Much like Wyatt Earp busting into the O.K. Corral, this one gets interesting. The…

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SEC Examinations Division Publishes 2022 Priorities

The SEC Division of Examinations recently published its list of priorities for 2022.  While it was a bit late compared to a typical year, the priorities letter provides a roadmap for firms to better understand where the Division will take its examination efforts over the coming months. Significant focus areas…

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Ding, Dong! The Dealer/Trader Distinction is Dead. HFTs and DEX AMMs Should Take Notice

The SEC recently proposed rules that would greatly expand the Exchange Act definition of “dealer” and essentially kill the existing dealer/trader distinction long-recognized by the SEC.  The likely outcome is that most proprietary trading firms will need to register with the SEC as dealers and become members of FINRA or…

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FINRA Reminds Firms of Evolving Definition of “Prompt” Order Execution

FINRA recently reminded firms of their obligation to execute marketable customer orders fully and promptly.  While this seems fairly routine, what’s notable about the reminder is that “prompt” doesn’t necessarily mean what it used to. FINRA Rule 5310 (Best Execution and Interpositioning) requires a firm to “make every effort to…

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SEC Penalizes 12 Additional BDs and IAs with CRS Failures

On February 15, 2022, the SEC announced settlements with 12 broker-dealers and investment advisers for failing to satisfy their Form CRS obligations.  These settlements come on the heels of 27 settlements last year for similar violations.  While all settlements included both a failure to timely file and deliver relationship summaries,…

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FINRA Publishes 2022 Examination and Risk Monitoring Report

On February 9, 2022, FINRA published its 2022 Report on its Examination and Risk Monitoring Program, identifying key areas of focus for broker-dealer exams this year.  While each exam is unique to the firm under FINRA’s microscope, the Report provides a general roadmap of FINRA’s core concerns for 2022. FINRA’s…

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