Business Organizations & Securities Law: Agency & SRO Websites

There are a number of different regulatory organizations relevant to securities practice, including federal regulators, an industry self-regulatory body governing securities markets and professionals, securities exchanges, and the state authorities responsible for the formation of business entities.

Federal Administrative Law

The Securities and Exchange Commission ("SEC") is the principal federal agency responsible for administering and enforcing the securities laws. The SEC promulgates regulations, forms, releases setting forth its interpretations of the law, "no-action letters" responding to private inquiries, and other agency publications and statements. The SEC also brings administrative proceedings and court cases in response to alleged violations.

• SEC regulations can be found in Title 17 of the Code of Federal Regulations. SEC documents published in the Federal Register can be found at this page.
• The SEC disseminates advisory opinions in the form of SEC releases.These releases are less authoritative than rules that have gone through the more formal regulatory process, but can still provide guidance as to the agency's views and are entitled to some interpretive deference in court proceedings. SEC releases come in three forms:
  • Interpretive releases include guidance on how the SEC understands particular rules or regulations. In addition to periodic interpretive releases, the SEC also publishes an interpretive release every time a new rule or amendment is proposed or adopted.
  • Accounting releases deal with matters involving the disclosure of financial information and SEC auditing requirements.
  • Litigation releases announce filings, settlements, and judgments in SEC enforcement actions.
  • Staff Accounting Bulletins reflect the SEC staff's views regarding accounting-related disclosure practices.
  • Staff Legal Bulletins summarize the SEC staff's views regarding various aspects of the federal securities laws and SEC regulations.
  • No-Action, Interpretive, and Exemptive Letters are SEC staff responses to private requests for indication of whether certain contemplated conduct is in compliance with the law. They have extremely limited value as precedent.

The Commodity Futures Trading Commission ("CFTC") is responsible for policing derivatives markets (derivatives are contracts that derive their value from the performance of an underlying entity). As such, the CFTC regulates futures, swaps, and options markets.

• CFTC regulations can be found in Volume 17 of the Code of Federal Regulations. CFTC documents published in the Federal Register can be found at this page.
• CFTC laws, regulations, staff letters, and opinions and adjudicatory orders can be found at the agency website.

Self-Regulating Organizations

Congress envisioned self-regulation by industry participants such as professional associations and stock exchanges as part of the structure of the securities laws. These self-regulatory organizations ("SROs") have authority to adopt and enforce rules and conduct disciplinary proceedings of their members, subject to SEC oversight.

State Laws

In addition to the federal regime, states have adopted their own securities laws, commonly known as 'Blue Sky Laws.'

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