The White House released its long-anticipated infrastructure plan on Monday, February 12. The plan would spend $200 billion over 10 years to leverage $1.5 trillion in total spending, give greater control and authority to state and local governments regarding the types of infrastructure projects in which they invest, incentivize private investment and expedite project permitting. Our infrastructure team provides a detailed analysis of the plan, including the funds made available under the plan, and the specific ways to promote private sector involvement in infrastructure development set forth in the plan. Click here to read the full piece.
New leadership and priorities at the SEC. In May 2017, Jay Clayton, President Trump’s pick for the position of Chairman of the SEC, was sworn into office. Chairman Clayton, a former partner at Sullivan & Cromwell LLP, has said that he will not seek “wholesale changes to the Commission’s fundamental regulatory approach,” though he has outlined a new set of priorities. In particular, he has cited retail investor fraud, investment professional misconduct, insider trading, market manipulation, accounting fraud, and cyber matters as areas on which the Commission should focus in order to best serve “Main Street” investors. Also in May 2017, William Hinman was named the new director of the SEC’s Division of Corporation Finance. Given his experience as a partner in the Silicon Valley office of Simpson Thacher & Bartlett LLP, Mr. Hinman’s selection complements Chairman Clayton’s stated objective of encouraging more companies to join the public market. Annual statistics for SEC enforcement actions during its 2017 fiscal year have yet to be released, but, in August 2017, The Wall Street Journal published an analysis that showed that financial regulators have imposed far lower penalties in the first six months of Donald Trump’s presidency than they did during the first six months of 2016 (during the Obama administration).
SEC regulatory relief
We expect that the Trump administration and the Republican-led U.S. Congress will advance significant policy shifts and rule changes at the SEC that are designed to encourage companies toward public ownership and to facilitate capital formation in both public and private markets.
Recent, seemingly disparate action by the Securities and Exchange Commission (SEC) with respect to two shareholder proposals may leave companies and shareholders confused as to whether companies may exclude shareholder proposals related to Corporate Social Responsibility (CSR) from proxy materials. Upon closer inspection, however, the SEC’s actions appear consistent with its recently issued Staff Legal Bulletin 41I (SLB). The SLB, issued on November 1, 2017, articulates a framework for companies to apply to determine whether they may exclude shareholder proposals, including CSR-related proposals, from proxy materials under the “ordinary business” exception (Rule 14a-8(i)(7)) (the “Framework”). (For more on this bulletin, see Akin Gump’s Deal Diary).
Akin Gump’s Policy team shares its 2018 political law update, which details changes in state and federal lobbying, gift and campaign finance laws. Click here to see how you or your company might be affected.
Akin Gump has issued an alert on administration and congressional activity since President Trump’s inauguration. The report highlights key regulatory and legislative developments across a range of policy areas. This document also previews the policy agenda for the coming year and concludes with a political update and analysis of the 2018 congressional elections.
One of the primary functions of a board of directors is to enhance shareholder value. Advocates argue and studies show that companies with greater board diversity outperform those companies with less diversity. This is one of the reasons that board composition (and, in particular, gender, race and ethnic diversity) is a topic of increasing focus among corporate governance groups, investors, and regulators in both the U.S. and Europe.
Akin Gump took a look at the rising use of new electronic communications platforms among employees and clients across the financial services industry. Here we explore popular apps, including Signal, WhatsApp and iMessage. We offer a hypothetical of what the SEC would likely expect an advisor to maintain as “books and records,” and what they could request in an examination or obtain from a subpoena.
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