April 13, 2021

Volume XI, Number 103

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April 13, 2021

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April 12, 2021

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SEC Adopts Final Resource Extraction Disclosure Rules; Duplicative Regulation Clearing Agency Rule

SEC Adopts Final Rules for the Disclosure of Payments by Resource Extraction Issuers

On December 16, the Securities and Exchange Commission voted to adopt final rules that will require resource extraction issuers that are required to file reports under Section 13 or 15(d) of the Securities Exchange Act of 1934 (the “Exchange Act”) to disclose payments made to the US federal government or foreign governments for the commercial development of oil, natural gas or minerals.

The rules implement Section 13(q) of the Exchange Act, which was added by the Dodd-Frank Wall Street Reform and Consumer Protection Act. The rules are intended to (1) increase the transparency of payments to governments for the purpose of the commercial development of their oil, natural gas and minerals; and (2) comply with the Congressional Review Act.

The adopted rules require a domestic or foreign reporting issuer to disclose payments made by the issuer or a subsidiary or entity controlled by the issuer to the US federal government or a foreign government if the issuer engages in the commercial development of oil, natural gas or minerals.

The final rules will be effective 60 days following publication in the Federal Register.

The SEC’s press release is available here.

SEC Adopts Clearing Agency Rule to Limit Potential for Overlapping or Duplicative Regulation

On December 16, the Securities and Exchange Commission announced that it adopted a rule to limit the potential for overlapping or duplicative regulation within its security-based swap regulatory regime. Specifically, the rule exempts certain activities of security-based swap execution facilities (SEFs) and security-based swap dealers from triggering the requirement also to register as a clearing agency. The adopted rule is in line with similar exemptions for broker-dealers and national securities exchanges.

The Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 created new regulatory categories of entities for the security-based swap market. The adopted rule helps ensure that those entities are treated similarly to national securities exchanges and broker-dealers. Both the exemptions from and exclusions to the definition of clearing agency are designed to ensure that the entities are subject to appropriate regulation.

The adopted rule will become effective 60 days after publication in the Federal Register.

The SEC’s press release is available here.

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©2021 Katten Muchin Rosenman LLPNational Law Review, Volume X, Number 353
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About this Author

Susan Light, Katten Law Firm, Finance Law Attorney, New York
Partner

Susan Light focuses her practice on financial services regulatory matters. She counsels broker-dealers, hedge funds, investment banks and financial services clients on enforcement issues involving the Securities and Exchange Commission (SEC), Financial Industry Regulatory Authority (FINRA), other self-regulatory organizations (SROs) and state and federal regulatory authorities. She has particular experience related to sales practice issues, financial and operational issues, anti-money laundering, crowdfunding, cybersecurity, and cryptocurrencies.

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212-940-8599
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Adam Haft is an associate in the Financial Services practice.

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