Joint Trade Associations' Letter to SEC on the Importance of Appropriate Length of Comment Periods

Honorable Gary Gensler
Chair
U.S. Securities and Exchange Commission
100 F Street N.E.
Washington, DC 20549

Dear Chair Gensler:

As you have highlighted in many contexts, the U.S. Securities and Exchange Commission's (Commission) tripartite mission is to protect investors, maintain fair, orderly, and efficient markets, and facilitate capital formation. The rules crafted and enforced by the Commission are the vital foundation of the Commission's critical mission objectives. The Associations, however, are concerned that meaningful public input into the rulemaking process, a pivotal element of ensuring that the Commission's rules are appropriately tailored and that the Commission is meeting its statutory obligations and tripartite mission, is at risk of being lost in the Commission's current rulemaking agenda. Sufficient time for meaningful public input into individual proposals and more holistically on the Commission's rulemaking agenda and the possible interconnectedness of these proposals is vitally important and ultimately could have a significant impact on savers, investors, capital formation, and economic growth and job creation.

The Commission's Historic Rulemaking Agenda

You have publicly recognized the Commission's broad rulemaking agenda. The Office of Information and Regulatory Affairs' (OIRA) Fall 2021 Rule List for the Commission notes 54 separate rulemaking items. Your colleague Commissioner Peirce, and your former colleague Commissioner Roisman, have stated that the Commission's current regulatory agenda is "ambitious in scope." Bloomberg has noted that the Commission is ". . . laying out one of the most ambitious agendas in the [Commission's] 87-year history . . . ."

Aside from the sheer volume of rulemaking items, the Commission simultaneously is tackling issues that could result in significant shifts in industry operations and practices. A truncated list of these proposals and requests for information includes:

• Shortening the settlement cycle;
• Climate-related disclosures;
• Special Purpose Acquisition Companies (SPACS);
• Money market fund reforms;
• Short sale reporting proposal;
• Securities lending proposal;
• Applying new rules to digital engagement practices (request for information);
• Broad new disclosure obligations for private funds and requirements for fund advisers;
• Amendments to Commission Rule 3b-16 (the definition of “Exchange”) and Regulation ATS for ATSs that trade U.S. government securities, NMS stocks, and other securities;
• New cybersecurity risk management rules;
• First time reporting obligations for security-based swaps (SBS);
• New anti-fraud/anti-manipulation requirements for SBS;
• First time reporting obligations for large SBS positions;
• Further defining the terms dealer and government securities dealer along with related registration requirements; and
• Significant amendments to beneficial ownership reporting rules.

Download the letter to read the full text.