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Vedder Thinking | Articles Regulatory Agenda Highlights Potential and Pending SEC Rulemaking Topics


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On June 13, 2023, the Office of Information and Regulatory Affairs—part of the Office of Management and Budget, within the Executive Office—released the latest Unified Agenda of Regulatory and Deregulatory Actions, reporting on potential rulemaking topics that administrative agencies, including the SEC, will consider in the short and long term, including several areas of interest to funds, advisers and financial institutions, with topics categorized in one of three rulemaking stages: proposed rule, final rule and long-term actions. 

Proposed Rule Stage. Matters identified in the proposed rule stage include the following: 

  • amendments to the rule governing the registration of “internet advisers” under the Advisers Act; 
  • digital engagement practices for investment advisers and broker-dealers, including rules related to the use of predictive data analytics, artificial intelligence, machine learning and similar technologies in connection with certain investor interactions;
  • rules to enable issuers of index-linked annuities to register on a form tailored specifically to such insurance products—a new development stemming from the December 2022 passage of the Registered Index-Linked Annuities (RILA) Act as part of the 2023 Omnibus Appropriations bill; 
  • the listing and trading of exchange-traded products (ETPs) on national securities exchanges relating to a 2015 SEC request for comment;
  • registered investment companies’ fees and fee disclosure—a topic that first appeared in the spring 2022 regulatory agenda but has not yet resulted in any SEC release;
  • Regulation D and Form D amendments, including updates to the accredited investor definition; and
  • registrant disclosures regarding human capital management.

Final Rule Stage. Matters identified in the final rule stage include the following:

  • enhanced disclosures by investment advisers and funds about environmental, social and governance (ESG) practices; 
  • investment company names rule;
  • open-end fund liquidity and dilution management; 
  • rules relating to transparency, conflicts of interest and certain other matters involving private fund advisers, and documentation of adviser compliance reviews;
  • outsourcing by investment advisers and rules related to advisers’ oversight of third-party service providers;
  • investment adviser disclosures and governance relating to cybersecurity risks;
  • custody rules for investment advisers;
  • Form PF and reporting requirements for investment advisers to private funds;
  • amendments to require broker-dealers, investment companies and investment advisers to adopt written incident response procedures, including notification for compromises of sensitive customer information; 
  • amendments to the definition of dealer; and 
  • proposed Regulation Best Execution which would require detailed policies and procedures for all broker-dealers and more robust policies and procedures for broker-dealers engaging in certain conflicted transactions with retail customers, as well as related review and documentation requirements. 

Long-Term Actions. Matters identified in the “long-term actions” stage of rulemaking include the following:

  • the role of certain third-party service providers, including index providers, model portfolio providers and pricing services, their treatment under the Advisers Act and the implications for the asset management industry; and
  • the regulatory regime for transfer agents.

The SEC’s rule list for topics identified in the final rule or proposed rule stage is available here; the “long-term actions” list is available here. SEC Chair Gary Gensler issued a statement  in connection with the release of the regulatory agenda.


Nathaniel Segal


Jacob C. Tiedt