On July 15, Congress passed the Dodd-Frank Wall Street Reform
and Consumer Protection Act (Act), which President Obama signed
into law on July 21. The Act is the most far-reaching financial
reform legislation enacted in the United States since the 1930s.
Although directed primarily at the financial services industry, the
Act will have a major impact on nearly all domestic public
companies by virtue of new requirements under the securities laws
regarding corporate governance, executive compensation, and other
matters. Foreign private issuers whose securities trade in the
United States may be subject to some provisions of the Act unless
the SEC exempts them.
Some provisions of the Act take effect one day after the law's
enactment. Many other provisions have deferred effective dates,
often because their implementation will depend on the completion of
one or more of over 300 rulemaking initiatives, studies, or reports
mandated by the Act. The Act is far from a finished product in
terms of the parameters of the regulatory requirements authorized
by it, and it is likely that several years will pass before the
outer limits of these parameters are fully known.
This
SEC Update highlights the provisions of the Act
implicating the federal securities laws. We will issue additional
SEC Updates examining the provisions in more detail as
significant rulemaking initiatives advance and as other important
developments affect them. Readers wishing to obtain information
about other important provisions of the Act relating to major
changes to the U.S. financial regulatory structure can do so by
accessing Hogan Lovells' report on the entire Act, "
Financial Services Reform Legislation
Enacted."
The Act contains a wide variety of provisions designed to improve
securities regulation and thereby enhance protections for
investors. Key provisions of the Act intended to implement these
purposes address:
- Corporate Governance
- Executive Compensation
- Private Offerings
- Credit Rating Agencies
- Asset Securitization
- Municipal Securities
- Investment Advisers to Private Funds
- Enforcement
- SEC Management
- Other Matters
The content of this article is intended to provide a general guide to the subject matter. Specialist advice should be sought about your specific circumstances.