Capital Markets, Corporate Governance, and Securities Regulation

 

Through its Center for Capital Markets Competitiveness (CCMC), the Chamber will work to ensure that the U.S. capital markets are the fairest, most efficient, transparent, and attractive in the world by promoting and advancing legal, regulatory, and structural reforms that reduce the cost of capital for all businesses. CCMC will exert pressure in the following issues:

 

Waiver of Attorney-Client Privilege and Employee Access to Legal Representation-Advocate for employee due process rights by supporting Senate passage of the Attorney-Client Privilege Protection Act, which was passed by the House in November. Continue to oppose policies by the Department of Justice, the Securities and Exchange Commission (SEC), and other agencies that consider waiver of attorney-client privilege and payment of employee legal expenses as factors in determining whether a company is being cooperative in an investigation.

 

Auditing Profession-Strive to ensure a sustainable environment for the auditing profession by suggesting how to improve auditing and accounting practices and encouraging a greater focus on long-term performance metrics.

 

Executive Compensation-Ensure careful and sensible rulemaking and implementation by the SEC on executive compensation and related-party disclosure.

 

International Financial Reporting Standards-Advocate for convergence of global accounting standards to reduce complexity and duplication.
 
Mutual Fund Rule-Continue to oppose the proposed rule requiring that 75% of the members of a mutual fund's board of directors and its chairman be independent.

 

Naked and Manipulative Short Selling-Advocate for further changes to the SEC's Regulation SHO to achieve greater transparency and to eliminate illegitimate short selling.

 

Quarterly Earnings Guidance-Encourage companies to discontinue quarterly earnings guidance and, instead, focus on long-term growth and health.

 

Regulatory Structure-Promote regulatory consolidation and reorganization in a manner that recognizes the business and market dynamics while promoting investor protection and capital formation. Continue to encourage greater coordination among regulators and a more prudential approach to oversight and enforcement.
 
Sarbanes-Oxley-Continue to push for a reduction of disproportionate compliance costs and eliminate unintended consequences. Advocate for a further one-year delay in Section 404 compliance for smaller public companies.
 
SEC Enforcement-Oppose the multiple, duplicative, and unnecessarily burdensome information disclosure requests from regulators and curtail the SEC's overly broad authority to launch investigations.

 

Shareholder Access Rule-Prevent the inclusion of shareholder nominees for the board of directors in company proxy materials.