What is the Securities and Exchange Commission (SEC)?

The SEC is like a referee for the securities markets…

The SEC is there to make sure everyone plays fairly and the rules are followed — when people break the rules, the SEC doles out punishments or even ejects them from the game.

The U.S. Securities and Exchange Commission (SEC) is a U.S. government agency that is funded by congress but works independently. The SEC is tasked with monitoring, regulation, and enforcement within its areas of control.

The SEC is primarily tasked with regulating the securities markets and enforcing government regulations surrounding stock exchanges, brokerages,publicly traded corporations,and investors.

The SEC works to protect investors and keep the markets efficient. It also works to help facilitate companies raise capital and maintain efficient markets. To accomplish its goals, the SEC requires publicly traded companies to meet specific requirements, such as submitting regular reports.

The SEC contains multiple divisions, including:

• Corporate Finance
• Investment Management
• Economic and Risk Analysis
• Enforcement
• Trading and Markets

Each division is responsible for different tasks relating to the SEC’s goals.

The SEC is managed by five commissioners, each appointed by the President of the United States for a term of five years and confirmed by the Senate, though each commissioner’s term may be extended by up to a year and a half if no replacement is nominated. The SEC cannot have more than three commissioners who are part of the same political party. This helps keep the SEC non-partisan. One commissioner is also designated by the President of the United States as the chairman of the SEC.

Each of the SEC’s five divisions is tasked with monitoring and regulating different aspects of securities trading. When the SEC identifies new issues that require regulation, it publishes proposed rules for public comment. After some time, it either decides not to impose the regulation or puts the regulation in place.

The Corporate Finance division oversees the disclosures, such as annual reports, that public companies make.

The Investment Management division monitors registered investment companies and advisors.

The Economic and Risk Analysis division, created in 2009, is the newest. Its job is using analytics and economics to advance the SEC’s rulemaking and enforcement goals.

The Enforcement division partners with each other division to investigate and prosecute violations of securities laws and regulations. These investigations are usually non-public and culminate, if they find wrongdoing, in a civil action in a U.S. District Court or an administrative proceeding. Where necessary, the SEC refers matters to state and federal prosecutors.

The Trading and Markets division manages self-regulatory groups like the Financial Industry Regulatory Authority (FINRA). It also interprets regulatory changes. Because the majority of the SEC’s enforcement is delegated to FINRA, this division is essential to enforcing SEC regulations.

When the SEC identifies wrongdoing, it brings the perpetrators to court, seeking injunctions to legally bar them from certain actions or seeking monetary penalties to punish them and force them to forfeit illegal profits.

The purpose of the SEC is to keep the U.S. stock markets fair for everyone and running efficiently.

Efficient markets are an essential part of capitalism because they allow companies to raise capital by selling equity quickly. Without an efficient stock market, it takes longer for businesses to raise money, and they may not be able to raise as much as they should be able to due to incorrect share valuations.

Keeping markets fair ensures that regular investors have the same opportunities as everyone else to invest and make money. Without regulations against things like insider trading, people with privileged knowledge would be able to abuse the markets, leaving the majority of investors at a major disadvantage.

The SEC also promotes transparency from publicly traded companies, which means that they cannot unfairly mislead investors. This transparency keeps businesses from competing unfairly with each other for investor capital.

The five commissioners of the SEC are in charge of the agency, with one commissioner named as chairman of the agency serving as the agency’s head. The commissioners and the chairman are appointed by the president of the United States, giving presidents significant power in determining the management of the SEC. However, the president does not have the power to fire the SEC’s commissioners, giving the agency independence from the rest of the government.

The SEC was established by the 1934 Securities Exchange Act. This law, in combination with the Securities Act of 1933, marked the federal government’s first major efforts to regulate the sale of securities sold by companies.

With the passage of these laws, President Franklin Delano Roosevelt gave Joseph P. Kennedy Sr. the responsibility of cleaning up the U.S. securities markets, as the first head of the SEC.

Kennedy identified four missions for the SEC:

1. Restoring investor confidence in the securities markets
2. Reducing fraud by securities sellers
3. Eliminating insider trading
4. Registering all securities sold in the United States, establishing rules for their sale, including the provision of regular statements of company financial information

Over the years, the role of the SEC expanded and changed with the passage of laws like:

• Trust Indenture Act of 1939, requiring bond issuers to provide more transparency when issuing bonds
• The Investment Advisers Act of 1940, regulating the investment advisory industry
• The Sarbanes-Oxley Act of 2002, laying out auditing regulations for public companies
• The Dodd-Frank Act of 2010, which created 243 rules designed to promote stability in the market by ending bailouts and the system of businesses that are “too big to fail”

The SEC was formed largely in response to the Great Depression. It was formed in 1934, near the Depression’s height. The commission worked to restore investor confidence in the market and to ensure that businesses issuing securities did so without attempting to defraud investors.

The two tenets that the SEC tried to enforce during the Depression were:

1. Companies that sell stock have to tell the truth about the things they are selling and how their business is run.
2. People, such as brokers and exchanges, who sell or trade securities on the secondary market must treat investors honestly and fairly.

Today, the SEC helps investors by making sure that the stock market is fair and that publicly traded companies are not trying to defraud investors.

For example, SEC regulations are the reason that companies file annual reports containing information about their income, expenses, and account balances. This information helps investors know what they’re getting into when they buy shares in a company.

SEC regulations also restrict insider trading. This policy protects investors from malicious actors unfairly dumping shares of a company that is about to fail or buying up cheap shares of a company that is about to rise in value.

The SEC’s rules also help investors feel safe about investment advice that they get. SEC rules dictate what investment advisers can and cannot do when giving advice or selling products to their clients.