Overview
In this session, Partners Caitlyn Campbell and Paul Helms examined the US Securities and Exchange Commission’s (SEC) focus on public companies in fiscal year 2023, which ended on September 30. They provided insight on the Division of Enforcement’s current priorities and trends and delivered guidance for public companies as we enter what will likely be another year of aggressive enforcement.
Below are the top takeaways from the discussion:
- The SEC continued its ambitious rulemaking agenda in 2023. Companies need to stay on top of recent rule changes, including those relating to clawbacks, cybersecurity and 10b5-1 plans. Rule changes are likely to spur future enforcement actions.
- Companies should scrutinize their internal controls and disclosure controls. Enforcement staff will look for misalignment between Management’s Discussion and Analysis disclosures and internal reporting and discussions at the board and senior management levels.
- Companies should carefully examine employment agreements, separation agreements and policies relating to whistleblowers to ensure they comply with SEC’s Rule 21F-17, which prohibits any person from taking actions to prevent reporting to the SEC possible securities law violations.
- Companies should consider policies addressing the use of personal devices or messaging applications for business communications.
Check out past recordings and materials from our Enforcement Outlook webinar series.
