The SEC is a federal agency enforcing laws against market manipulation. Established in 1934, it regulates various securities acts and was created after the Wall Street Crash of 1929.
In 1915, the Investment Bankers Association advised its members on how to bypass blue sky laws by conducting securities offerings across state lines through the mail, highlighting the ineffectiveness of state-level regulations at that time.
The crash in 1929 marked the end of an eight-year bull market characterized by speculation and stock manipulation. By mid-1932, stocks on the NYSE had plummeted by 83% of their pre-crash value, leading to severe economic repercussions.
The U.S. Senate Banking Committee conducted hearings in 1932 to investigate the causes of the 1929 stock market crash and to develop measures to prevent similar crises in the future. These hearings were named after Ferdinand Pecora, the Committee's counsel and a future SEC Commissioner.
The Securities Act of 1933 is a fundamental principle related to the concept of 'materiality' in the Securities and Exchange Commission's public company disclosure regime.
The Securities Exchange Act of 1934 was enacted on June 6, requiring the registration of stock exchanges and leading to the creation of the U.S. Securities and Exchange Commission.
On November 12, Joseph P. Kennedy announced the creation of regional offices in key cities to serve as enforcement arms for the U.S. Securities and Exchange Commission.
The Boston and Chicago Regional Offices of the U.S. Securities and Exchange Commission opened on March 1, 1935, with Robert G. Page becoming the first administrator of the New York Regional Office shortly after. Additional offices in Denver, Atlanta, San Francisco, Fort Worth, and Seattle were established later in the year.
The Public Utility Holding Company Act, enacted on August 26, provided the U.S. Securities and Exchange Commission with the power to limit the size and organization of electricity, natural gas and other utility holding companies. PUHCA aimed to eliminate unfair practices by electricity and natural gas companies, including excessive rates, self-dealing, and unreliable service. The legislation also called upon the SEC to conduct a study of investment trusts.
The Maloney Act, passed on June 25, modified the Securities Exchange Act of 1934 to establish a national association of brokers and dealers responsible for creating and enforcing disciplinary rules. It empowered the SEC to oversee the decisions and regulations of this association.
In 1939, the SEC's regional offices started working on Chapter X bankruptcy cases, as mandated by the Chandler Act of 1938. This involved overseeing bankrupt corporations to prevent insider takeovers.
The SEC enforces the Investment Company Act of 1940, which regulates the organization of companies that engage primarily in investing, reinvesting, and trading in securities.
The SEC's definition of a security is based on a U.S. Supreme Court case from 1946 known as the Howey Test. The case involved investors in Florida orange groves owned by the W. J. Howey Company, where the court ruled that certain investments constitute securities called investment contracts.
In 1970, Harvey L. Pitt started his tenure at the Securities and Exchange Commission (SEC).
In 1975, the SEC eliminated fixed-rate commissions, leading to the rise of discount brokerage firms and empowering individual investors to trade on their own.
In 1986, Ivan Boesky, known as 'Ivan the Terrible', was arrested for illegal profiting through insider trading. His conviction led to a crackdown on securities law violations.
On April 21, 1987, the Supreme Court made a significant decision in the case of CTS v Dynamics. Despite public perception of the 1980s takeover wave as exploitative, the SEC considered shareholder interests by issuing a concept release. The Court's ruling in CTS allowed for state anti-takeover measures.
In 1992, the SEC initiated an investigation into a Madoff feeder fund that only invested with Bernard Madoff, raising concerns about the firm's 'curiously steady' returns.
Since 1994, most registration statements filed with the SEC can be accessed through the Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system, providing transparency and accessibility to investors and the public.
The NSMIA amended Section 18 of the 1933 Act to exempt nationally traded securities from state registration, thereby overriding state laws in this aspect while still allowing states to enforce anti-fraud regulations on all securities traded within their borders.
In 1999, Congress repealed the Glass-Steagall Act, allowing banks to engage in securities activities. This decision had long-term implications for the financial sector.
In 2000, Harry Markopolos raised concerns to the SEC's Boston office about Bernie Madoff's investment strategies, stating that it was impossible for Madoff to legally achieve the profits he claimed. This warning was regarding the infamous Madoff fraud.
In October 2001, the SEC issued a comment letter to CA, Inc., covering 15 items related to CA's accounting, with a focus on revenue recognition. The letter requested additional information and modifications in CA's public filings. The CEO of CA pleaded guilty to fraud in 2004.
WorldCom, a telecommunications company, paid a $750 million penalty to the SEC in July 2002, which was the second-largest penalty in SEC history at that time.
In June 2004, the SEC announced that it would publicly post all comment letters to provide investors with access to the information. However, a later analysis revealed that the SEC had not fully implemented this initiative as only a small fraction of the received letters were actually posted on the SEC's website.
In May 2006, John W. White, the head of the Division of Corporation Finance, acknowledged the delay in posting comment letters on the SEC's website. He mentioned that the hurdles had been resolved and anticipated a significant increase in the number of postings in the following months.
In August 2007, the Senate released a report urging reform of the SEC after detailing issues related to an insider trading case involving Pequot Capital Management. The report highlighted the need for changes within the SEC.
On September 17, 2008, the SEC announced strict new rules to prohibit all forms of 'naked short selling' in order to reduce volatility in turbulent markets.
The Economic and Risk Analysis Division (DERA) was established in September 2009 with the aim of incorporating financial economics and data analytics into the SEC's core functions. DERA plays a crucial role in various SEC activities such as policy-making, rule-making, enforcement, and examination.
The Flash Crash of May 6, 2010, saw a rapid and severe drop in the Dow Jones industrial average, raising concerns about the impact of automated trading strategies on market stability.
The SEC runs a whistleblower rewards program established in 2011 through the Dodd-Frank Wall Street Reform and Consumer Protection Act. It incentivizes individuals to report securities law violations to the SEC by offering them 10-30% of the penalties collected.
The JOBS Act of 2012 aimed to encourage funding of small businesses by easing securities regulations and promoting access to capital markets.
In January 2013, Carl Hoecker was appointed as the new inspector general of the SEC. He leads a staff of 22.
In 2015, the SEC's performance in processing Freedom of Information Act (FOIA) requests was rated poorly, earning a D− grade in the Center for Effective Government analysis. The SEC was among the 5 lowest performers out of 15 federal agencies, indicating a lack of satisfactory overall grade.
On September 26, 2016, Senator Mark Warner sent a letter to the SEC requesting an evaluation of the current disclosure regime. Warner expressed concerns about the low number of companies' disclosures and questioned the adequacy of the existing system.
The Asset Management Advisory Committee (AMAC) was officially formed on November 1, 2019, to provide the SEC with diverse perspectives on asset management and offer advice on various topics such as market trends, globalization effects, and technological advancements.
Oracle Corporation submitted Form 10-Q to the U.S. Securities and Exchange Commission for the Quarterly Period Ended November 30, 2020.
Gary Gensler assumed the position of Chair of the Securities and Exchange Commission on April 17, 2021.
The Securities and Exchange Commission Historical Society, Baker McKenzie, and the South Asian Bar Association of Washington, DC (SABA-DC) organized a fireside chat featuring Gurbir S. Grewal, Director of the Division of Enforcement of the U.S. Securities and Exchange Commission. The event took place in Washington, DC and was also broadcast online.
On June 5, 2023, the SEC filed 13 charges against Binance entities and Binance founder Changpeng Zhao. The next day, the SEC charged Coinbase for 'operating as an unregistered securities exchange, broker, and clearing agency'.
The SEC Historical Society hosted a special program on the evolution of the San Francisco Regional Office, in celebration of a new gallery on the history of the US Securities and Exchange Commission's Regional Offices.