SEC Goes Back to Work, but Slow Response Times Are Expected

January 29, 2019

Summary

SEC employees are returning to work, but response times may take longer than usual. Unless there is an articulated need for expedited treatment, the SEC expects to address matters in the order in which they were received. It is too soon to quantify the anticipated duration of any delays, or when the SEC will clear the backlog of requests contributing to delays.

The U.S. Securities and Exchange Commission (SEC or the Commission) has recommenced “normal” operations, but response times may be longer than usual unless there is an articulated need for expedited treatment.¹

On January 26, 2019, Chairman Jay Clayton announced that approximately 4,500 SEC employees are returning to work, both in Washington and across the country, but the agency is “continuing to assess how to most effectively transition to normal operations.”² Subsequently, certain SEC offices and divisions have issued similar statements generally stating that absent compelling circumstances, the SEC expects to address matters in the order in which they were received.

The Office of Compliance Inspections and Examinations (OCIE) anticipates resuming all examinations that were either in progress or postponed during the partial government shutdown.³ OCIE, however, expects to address filings, initial registrations, submissions and requests for staff action based on when an item was submitted, which means its response time will be longer than ordinary. The Division of Investment Management will resume normal review of filings by investment companies but cautioned that its staff may require more time in delivering comments to registrants than usual. Both the Division of Corporation Finance and the Division of Trading and Markets announced return to normal operations, albeit with delayed responses, and each also established an email address to contact if assistance is required on an “expedited basis.”⁴

The Division of Trading and Markets also took this opportunity to remind market participants that a “business day” for purposes of the requirements under Section 19(b) of the Exchange Act excludes any Saturday, Sunday and day on which the Commission is subject to a federal government shutdown. Therefore, all self-regulatory organization rule filings submitted between December 26, 2018, and January 28, 2019, shall be deemed filed as of January 28, 2019.

It is too soon to quantify the anticipated duration of any delays or when the SEC will clear the backlog of requests contributing to delays.

¹Chairman Jay Clayton, Statement Regarding Recommencement of Normal Operations (Jan. 26, 2019), available at https://www.sec.gov/news/public-statement/statement-regarding-recommencement-normal-operations.

²Id.

³Office of Compliance Inspections and Examinations Announcement Regarding Recommencement of Operations (Jan. 27, 2019), available at https://www.sec.gov/ocie.

⁴Division of Corporation Finance Announcement Regarding Recommencement of Operations (Jan. 27, 2019), available at https://www.sec.gov/page/corpfin-section-landing and Division of Trading and Markets Announcement Regarding Recommencement of Operations (Jan. 27, 2019), available at https://www.sec.gov/page/tmsection-landing.

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