On Friday, President Trump signed a bill to reopen the federal government for three weeks until February 15. As of Monday, January 28, the SEC is currently open and fully staffed with a return to normal operations. During the transition to normal operations, staff response times may be longer than ordinary. Certain SEC Divisions and Offices, including our Divisions of Corporation Finance, Trading and Markets, Investment Management and the Office of Compliance Inspections and Examinations, will be publishing statements regarding their transition plans at www.sec.gov in the upcoming days.
For now, you can read a summary of the statements from each division below or visit www.sec.gov for more information on the resumption of normal operations.
Information Regarding the Division of Corporation Finance
The Division of Corporation Finance will generally be addressing filings, submissions and requests for staff action based on the order such items were submitted unless there is a compelling reason to do otherwise. Staff members will be able to address questions relating to filings and other federal securities law matters, though the division has warned that the response time may be longer than ordinary. If you require assistance on an expedited basis, you can submit a request, your contact information and the reason you believe expedited treatment is necessary to CFEmergency@sec.gov.
For registrants who omitted or removed delaying amendments from their registration statements consistent with the statements made by the Division, the Division will be considering requests to accelerate the effective date of those registration statements if they are amended to include a delaying amendment prior to the end of the 20 day period and acceleration is appropriate.
The Division’s normal activities include providing no-action guidance under Exchange Act Rule 14a-8 with respect to shareholder proposals. The responses to these requests will be issued in the order the requests were received unless impending print deadlines or negotiations have changed the need for the staff’s views. Please notify the staff at shareholderproposals@sec.gov as soon as possible of any timing constraints or changes in circumstances regarding these requests.
Finally, the Division received a number of other requests for guidance or regulatory relief during the lapse in funding. Because response times may be longer than ordinary, you can use the CFEmergency@sec.gov e-mail address to contact the Division if your request has become more urgent.
Please visit https://www.sec.gov/page/corpfin-section-landing for more information.
Information Regarding the Division Investment Management
The Division of Investment Management will generally be addressing filings, exemptive and guidance requests based on when such items were amended or initially filed unless there is a compelling circumstance or reason to do otherwise.
If your filing or other request has become more urgent, you can contact the relevant office using the following contact information:
Exemptive applications and staff guidance — Chief Counsel’s Office: 202-551-6825 or IMOCC@sec.gov
Disclosure filings — Disclosure Review Office: 202-551-6921 or IMDRAO@sec.gov
Accounting Issues — Office of the Chief Accountant: 202-551-6918 or IMOCA@sec.gov
If your question is with respect to the status of a pending Investment Adviser Registration (Form ADV), please contact the Office of Compliance Inspections and Examinations at OCIERegistrationsinquiries@sec.gov or 202-551-7250.
The Division is resuming responses to questions and guidance requests, including with respect to investment adviser interpretive issues (IARDLIVE email box), Form PF (FORMPF email box), accounting matters (IMOCA email box), and general interpretive questions (IMOCC email box). The response time for pending and new inquiries may be longer than ordinary. Responses will be given in the order these items were received. If your matter has become more urgent, contact the Division again with your reason why you believe expedited treatment is necessary.
The Division is also resuming normal review of filings by investment companies, including post-effective amendments, proxy statements and Form N-14 filings. Please be aware that staff may require more time in delivering comments to registrants.
For registrants who omitted or removed delaying amendments from their registration statements consistent with the statements made by the Division, the Division will be considering requests to accelerate the effective date of those registration statements if they are amended to include a delaying amendment prior to the end of the 20 day period and acceleration is appropriate.
The Division’s normal activities include providing no-action guidance under Exchange Act Rule 14a-8 with respect to shareholder proposals. The responses to these requests will be issued in the order the requests were received unless impending print deadlines or negotiations have changed the need for the staff’s views. Please notify the staff at IMshareholderproposals@sec.gov as soon as possible of any timing constraints or changes in circumstances regarding these requests.
Please visit https://www.sec.gov/investment-management for more information, including contact information, about the current government operations at Division of Investment Management.
Division of Trading and Markets
The Division of Trading and Markets is returning to normal operations. The Division plans to address pending filings, submissions and requests for staff action based on the order in which items were submitted unless there is a compelling reason to do otherwise.
Exchange Act Rule 19b-4(b)(2) provides that a “business day” excludes (among other things) any Saturday, Sunday and any day on which the Commission is subject to a Federal government shutdown. As such, all SRO rule filings submitted to the Electronic Form Filing System (EFFS) during the period starting after the close of business on December 26, 2018 and ending before the open of business on January 28, 2019 shall be deemed filed with the EFFS as of January 28, 2019.
Staff members will be available to answer questions relating to SRO rule filings and other pertinent federal securities law matters. In addition, staff will be scheduling in-person meetings again. However, staff response times may be longer than ordinary. If you require assistance on an expedited basis, you can submit your request, contact information and the reason you believe expedited treatment is necessary to TMemergency@sec.gov or call 202-551-5500.
Please visit https://www.sec.gov/page/tmsectionlanding for more information.
Office of Compliance Inspections and Examinations
The Office of Compliance Inspections and Examinations (OCIE) is returning to normal operations. During the agency’s lapse in appropriations, OCIE maintained staff available to respond to emergency situations involving market integrity and investor protection, and to continue to monitor critical market infrastructure entities for system disruptions, intrusions and compliance issues in the interest of protecting property.
In general, OCIE anticipates resuming examinations, including those that were in-progress prior to, as well as those that were postponed during, the lapse in appropriations.
OCIE also anticipates addressing filings, submissions and requests for staff action based on when an item was submitted, including initial registrations of an entity with the Commission. OCIE generally expects to address matters, particularly new registrations, in the order in which they were received.
OCIE staff members will be communicating with registrants about rescheduling postponed examinations as well as completing in-progress examinations in the coming weeks. OCIE staff members are available to answer questions relating to examinations, filings and other federal securities law matters, but their response time may be longer than ordinary. If you require assistance on an expedited basis, you can submit your request, contact information and the reason you believe expedited treatment is necessary to OCIEemergency@sec.gov.
Please visit https://www.sec.gov/ocie for more information.
Sources
SEC Operational Status (www.sec.gov)
Statement Regarding Recommencement of Normal Operations from Chairman Jay Clayton (www.sec.gov)