Withdrawal of Proposed Regulatory Actions

SECURITIES AND EXCHANGE COMMISSION <CFR>17 CFR Parts 200, 230, 232, 239, 240, 242, 249, 270, 274, 275, and 279</CFR> <DEPDOC>[Release Nos. 33-11377; 34-103247; IA-6885; IC-35635; File Nos. S7-20-22; S7-12-23; S7-04-23; S7-04-22; S7-17-22; S7-25-22; S7-32-10; S7-18-23; S7-32-22; S7-31-22; S7-07-23; S7-06-23; S7-02-22; S7-10-20]</DEPDOC> <RIN>RINs 3235-AM32; 3235-AM45; 3235-AM57; 3235-AM62; 3235-AM91; 3235-AM96; 3235-AN08; 3235-AN14; 3235-AN15; 3235-AN18; 3235-AN24; 3235-AN25; 3235-AN27; 3235-AN29</RIN> <SUBJECT>Withdrawal of Proposed Regulatory Actions</SUBJECT> <HD SOURCE="HED">AGENCY:</HD> Securities and Exchange Commission. <HD SOURCE="HED">ACTION:</HD> Notice of withdrawal of proposed rules. <SUM> <HD SOURCE="HED">SUMMARY:</HD> The Securities and Exchange Commission (“Commission”) is formally withdrawing certain notices of proposed rulemaking issued between March 2022 and November 2023. The Commission does not intend to issue final rules with respect to these proposals. If the Commission decides to pursue future regulatory action in any of these areas, it will issue a new proposed rule. </SUM> <EFFDATE> <HD SOURCE="HED">DATES:</HD> The Commission is withdrawing the proposed rules published at 87 FR 45052 (July 27, 2022), 88 FR 53960 (August 9, 2023), 88 FR 14672 (March 9, 2023), 87 FR 13524 (March 9, 2022), 87 FR 36654 (June 17, 2022), 87 FR 68816 (November 16, 2022), 88 FR 41338 (June 26, 2023), 88 FR 76282 (November 6, 2023), 88 FR 5440 (January 27, 2023), 88 FR 128 (January 3, 2023), 88 FR 23146 (April 14, 2023), 88 FR 20212 (April 5, 2023), 87 FR 15496 (Mar. 18, 2022), and 85 FR 65990 (Oct. 16, 2020) as of June 17, 2025. </EFFDATE> <FURINF> <HD SOURCE="HED">FOR FURTHER INFORMATION CONTACT:</HD> <E T="03">For proposals recommended by the Division of Corporation Finance, please contact:</E> Michael Seaman, Chief Counsel, at (202) 551-3500, Division of Corporation Finance; <E T="03">for proposals recommended by the Division of Investment Management, please contact:</E> Brian Johnson, Assistant Director, or Brad Gude, Acting Assistant Director, at (202) 551-6702, Office of Rulemaking, Division of Investment Management; <E T="03">for proposals recommended by the Division of Trading and Markets, please contact:</E> Yue Ding, Assistant Director, Legal Review Office, at (202) 551-5500, Division of Trading and Markets, Securities and Exchange Commission, 100 F Street NE, Washington, DC 20549. </FURINF> <SUPLINF> <HD SOURCE="HED">SUPPLEMENTARY INFORMATION:</HD> <HD SOURCE="HD1">Background</HD> The Commission is withdrawing the notices of proposed rulemaking described below. The Commission does not intend to issue final rules with respect to these proposals. If the Commission decides to pursue future regulatory action in any of these areas, it will issue a new proposed rule. <HD SOURCE="HD2">Substantial Implementation, Duplication, and Resubmission of Shareholder Proposals Under Exchange Act Rule 14a-8</HD> On July 27, 2022, the Commission published a rule proposal that would have amended certain substantive bases for exclusion of shareholder proposals under the Commission's shareholder proposal rule. <SU>1</SU> <FTREF/> The proposed amendments would have amended the substantial implementation exclusion, the duplication exclusion, and the resubmission exclusion. <FTNT> <SU>1</SU>  87 FR 45052 (July 27, 2022). </FTNT> <HD SOURCE="HD2">Conflicts of Interest Associated With the Use of Predictive Data Analytics by Broker-Dealers and Investment Advisers</HD> On August 9, 2023, the Commission published proposed new rules under the Securities Exchange Act of 1934 (“Exchange Act”) and the Investment Advisers Act of 1940 (“Advisers Act”) to, among other things, address certain interactions between broker-dealers or investment advisers and investors through these firms' use of predictive data analytics. <SU>2</SU> <FTREF/> <FTNT> <SU>2</SU>  88 FR 53960 (Aug. 9, 2023). When issued, this rule proposal was associated with RINs 3235-AN00 and 3235-AN14; RIN 3235-AN00 has subsequently been merged with RIN 3235-AN14. In addition, the Commission published a release making a correction to this rule proposal on Mar. 18, 2024. <E T="03">Conflicts of Interest Associated With the Use of Predictive Data Analytics by Broker-Dealers and Investment Advisers; Correction,</E> 89 FR 19292 (Mar. 18, 2024). </FTNT> <HD SOURCE="HD2">Safeguarding Advisory Client Assets</HD> On March 9, 2023, the Commission published a proposed new rule under the Advisers Act to address how investment advisers safeguard client assets. <SU>3</SU> <FTREF/> The Commission also proposed, among other things, to amend certain provisions of the current custody rule. <FTNT> <SU>3</SU>  88 FR 14672 (Mar. 9, 2023). The Commission published a release reopening the comment period for this rule proposal on Aug. 30, 2023. <E T="03">Safeguarding Advisory Client Assets; Reopening of Comment Period,</E> 88 FR 59818 (Aug. 30, 2023). </FTNT> <HD SOURCE="HD2">Cybersecurity Risk Management for Investment Advisers, Registered Investment Companies, and Business Development Companies</HD> On March 9, 2022, the Commission published proposed new rules and forms and amendments to existing forms under the Advisers Act and the Investment Company Act of 1940 (“Investment Company Act”) to require registered investment advisers and investment companies to adopt and implement written cybersecurity policies and procedures reasonably designed to address cybersecurity risks, disclose information about cybersecurity risks and incidents, report information confidentially to the Commission about certain cybersecurity incidents, and maintain related records. <SU>4</SU> <FTREF/> <FTNT> <SU>4</SU>  87 FR 13524 (Mar. 9, 2022). The Commission published a release reopening the comment period for this rule proposal on Mar. 21, 2023. <E T="03">Cybersecurity Risk Management for Investment Advisers, Registered Investment Companies, and Business Development Companies; Reopening of Comment Period,</E> 88 FR 16921 (Mar. 21, 2023). </FTNT> <HD SOURCE="HD2">Enhanced Disclosures by Certain Investment Advisers and Investment Companies About Environmental, Social and Governance Investment Practices</HD> On June 17, 2022, the Commission published proposed amendments to rules and forms under both the Advisers Act and the Investment Company Act to require, among other things, registered investment advisers, certain advisers that are exempt from registration, registered investment companies, and business development companies, to provide additional information regarding their environmental, social, and governance investment practices. <SU>5</SU> <FTREF/> <FTNT> <SU>5</SU>  87 FR 36654 (June 17, 2022). The Commission published a release reopening the comment period for this rule proposal on Oct. 18, 2022. <E T="03">Resubmission of Comments and Reopening of Comment Periods for Several Rulemaking Releases Due to a Technological Error in Receiving Certain Comments,</E> 87 FR 63016 (Oct. 18, 2022). </FTNT> <HD SOURCE="HD2">Outsourcing by Investment Advisers</HD> On November 16, 2022, the Commission published a proposed new rule under the Advisers Act to prohibit advisers from outsourcing certain services or functions without first meeting certain requirements. <SU>6</SU> <FTREF/> The Commission also proposed related form amendments to collect information about the service providers defined in the proposed rule. <FTNT> <SU>6</SU>  87 FR 68816 (Nov. 16, 2022). </FTNT> <HD SOURCE="HD2">Position Reporting of Large Security-Based Swap Positions</HD> On February 4, 2022, the Commission published a release proposing new rules 9j-1 and 10B-1 under the Exchange Act, as well as amendments to rule 15Fh-4 (later redesignated rule 15fh-4) under the Exchange Act. <SU>7</SU> <FTREF/> The Commission published a release adopting new rule 9j-1 and amendments to rule 15fh-4 on June 30, 2023. <SU>8</SU> <FTREF/> On June 26, 2023, the Commission published a release reopening the comment period for new rule 10B-1, which would have required any person with a security-based swap position that exceeds a certain threshold to promptly file with the Commission a schedule disclosing certain information related to its security-based swap position. <SU>9</SU> <FTREF/> We are now formally withdrawing proposed rule 10B-1 concerning position reporting of large security-based swap positions that was the subject of the June 26, 2023 comment period reopening. <SU>10</SU> <FTREF/> <FTNT> <SU>7</SU>   <E T="03">Prohibition Against Fraud, Manipulation, or Deception in Connection With Security-Based Swaps; Prohibition Against Undue Influence Over Chief Compliance Officers; Position Reporting of Large Security-Based Swap Positions,</E> 87 FR 6652 (Feb. 4, 2022). </FTNT> <FTNT> <SU>8</SU>   <E T="03">Prohibition Against Fraud, Manipulation, and Deception in Connection With Security-Based Swaps; Prohibition against Undue Influence over Chief Compliance Officers,</E> 88 FR 42546 (June 30, 2023). </FTNT> <FTNT> <SU>9</SU>   <E T="03">Reopening of Comment Period for Position Reporting of Large Security-Based Swap Positions,</E> 88 FR 41338 (June 26, 2023). </FTNT> <FTNT> <SU>10</SU>   <E T="03">Id.</E> </FTNT> <HD SOURCE="HD2">Volume-Based Exchange Transaction Pricing for NMS Stocks</HD> On November 6, 2023, the Commission published a proposed new rule under the Exchange Act to prohibit national securities exchanges from offering volume-based transaction pricing in connection with the execution of agency-related orders in NMS stocks. <SU>11</SU> <FTREF/> In addition, if exchanges offer such pricing for their members' proprietary orders, the proposal would have required the exchanges to adopt anti-evasion rules and written policies and procedures rel ━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━━ Preview showing 10k of 16k characters. 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