Are “arcane” rules at the SEC keeping it from fully entering the 21st Century? That was the charge levied against the agency by none other than SEC Commissioner Hester Peirce, as she lamented the lack of action on a Bitcoin ETF back in February.
There hasn’t been much movement on the crypto ETF front since Peirce’s comments, but the SEC has taken some recent steps that address her broader charge that the SEC has some modernizing to do. Specifically, the SEC has moved to harmonize two different reporting forms with the realities of today’s digitally-inclined business environment. It’s worth noting that the changes to both forms also happen to make a good fit with the deregulatory agenda of the presidential administration.
First, in February, the agency announced that registered investment companies would be allowed to file their Form N-PORT reports on a quarterly basis, rather than each month. For the uninitiated, Form N-PORT is a new form on which both public and non-public funds report their portfolio holdings in a “structured data format.” Instead of filing the reports within 30 days of each month-end, the SEC is requiring that funds file all three monthly reports within 60 days of the end of each fiscal quarter.
While the reports from the first and second month will remain withheld from the public, the report for the third month will become publicly available when it is filed. That is in lieu of filing it non-publicly no later than 30 days after the end of the fiscal quarter and making it public within 60 days of the end of the quarter.
Got all that?
The SEC has characterized the change as being about cybersecurity risk management. “I applaud the staff’s efforts to evaluate our data needs and cybersecurity risk profile and believe this revised approach to the receipt of new, non-public monthly Form N-PORT data enables the Commission to receive and analyze this new data while meaningfully reducing the sensitivity of that data at the time it is transmitted to the Commission,” Clayton said.
And in fact, cybersecurity is top of mind at the SEC lately following the recent data breach by Ukrainian hackers. The Commission announced in February that Gabriel Benincasa would be installed as its first chief risk office, a position created by Clayton “to strengthen the agency’s risk management and cybersecurity efforts.”
In its second contemplated change, the SEC is asking for comments on “Form C,” the form used for reporting on crowdfunding capital raising. A filing in the Federal Register on Feb. 27 noted that the nearly 6,000 annual respondents spent a whopping 37 hours each completing Form C. Overall, the SEC estimated that Form C creates a total annual reporting burden in the range of 215,000 hours.
Is that too much of a compliance burden? Feel free to DM @SEC your thoughts! (I jest. You can mail your written comments to Charles Riddle, Acting Director/Chief Information Officer, Securities and Exchange Commission, c/o Candace Kenner, 100 F Street NE, Washington, DC 20549 or send an email to: PRA_Mailbox@sec.gov.)