{
  "id": "R45163",
  "type": "CRS Report",
  "typeId": "REPORTS",
  "number": "R45163",
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  "source": "EveryCRSReport.com",
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      "source": "EveryCRSReport.com",
      "id": 580111,
      "date": "2018-04-13",
      "retrieved": "2018-04-16T13:05:06.386812",
      "title": "Regulatory Reform 10 Years After the Financial Crisis: Dodd-Frank and Securities Law",
      "summary": "From 2007-2009, the United States experienced what many commentators believe was the worst economic crisis since the Great Depression. In the wake of the crisis, Congress passed the Dodd-Frank Wall Street Reform and Consumer Protection Act (Dodd-Frank) in 2010. Title IX of Dodd-Frank, entitled \u201cInvestor Protections and Improvements to the Regulation of Securities,\u201d focuses on the powers and authorities of the Securities and Exchange Commission (SEC) and authorizes the SEC to promulgate certain rules intended to enhance corporate accountability and corporate governance. This report discusses recent developments with respect to two aspects of Title IX, including legislative proposals such as the Financial CHOICE Act of 2017 (H.R. 10, 115th Cong.) that would change or repeal aspects of Title IX.\nFirst, in February 2018, the Supreme Court issued a potentially significant decision in Digital Realty, Inc. v. Somers. The case involved the new SEC whistleblower program instituted by Section 922 of Dodd-Frank and resolved a dispute that had arisen among the lower courts as to the scope of individuals who could avail themselves of anti-retaliation protections provided by the Act. In Digital Realty, the Court held that Dodd-Frank\u2019s whistleblower protections do not apply to internal whistleblowers\u2014that is, those who report violations within their organizations but not to the SEC. The dispute between the parties (and the lower courts) resulted from the tension between Dodd-Frank\u2019s definition of the term \u201cwhistleblower\u201d and its incorporation of a reference to the Sarbanes-Oxley Act of 2002 in Section 922\u2019s anti-retaliation provision. As this report discusses, the Supreme Court\u2019s decision has potentially important implications for the enforcement of securities law, especially as Congress considers further changes to Dodd-Frank\u2019s whistleblower program.\nSecond, in early 2018, reporting companies began to formally comply with the SEC\u2019s \u201cpay ratio rule.\u201d That rule was promulgated pursuant to Section 953(b) of Dodd-Frank, which requires public disclosure of the ratio between the annual total compensation of a company\u2019s median employee to the annual total compensation of its Chief Executive Officer (i.e., the company\u2019s median worker to CEO pay ratio). In promulgating the rule, the SEC adopted a largely flexible approach that it regarded as satisfying Dodd-Frank\u2019s statutory requirements while taking due consideration of the high compliance costs for companies. The report further discusses potential challenges that may be brought to the pay ratio disclosure requirement. Included in this discussion is a comparison between the pay ratio rule and the so-called \u201cconflict minerals rule\u201d and \u201cresource extraction rule\u201d the SEC previously promulgated pursuant to Dodd-Frank.",
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      "typeId": "REPORTS",
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}