President Trump’s two-for-one executive order on federal regulation may not provide regulatory rollback for public companies listed in U.S. changes, as it appears the order will not apply directly to the Securities and Exchange Commission.
The SEC declined to comment on how it might be affected by the order, which says any federal regulator planning to issue a new regulation must identify two others that will be rescinded at the same time. The order also requires regulators to assure companies will incur no additional cost to comply with any new regulations.
The SEC is not an executive department or agency that would be covered by a presidential executive order, says Dan Goelzer, former acting chair of the Public Company Accounting Oversight Board and a partner with law firm Baker & McKenzie. The SEC was formed by the Securities Exchange Act of 1934 as a private agency to oversee capital markets. “I think it is quite clear that the order does not apply to the SEC,” he said.
The PCAOB and the Financial Accounting Standards Board also will not be directly affected by the two-for-one order, in Goelzer’s view. The PCAOB was formed at the instruction of the Sarbanes-Oxley Act, which specified the auditing regulator should not be an agent of the government. The PCAOB is a nonprofit corporation formed in the District of Columbia, funded by a support fee charged to entities whose auditors the PCAOB regulates.
The PCAOB declined to comment on how the executive order might affect the board and its activities. The board has already formed an economic analysis office that studies the economic effect of its rule-making as directed by the Dodd-Frank Act.
The FASB also is beyond the reach of the two-for-one order, says Goelzer, as it also is a private organization. FASB is overseen by the Financial Accounting Foundation, and its funding comes from a combination of support fees paid by capital market participants, subscriptions and publication revenue, and investment income.
In response to the executive order, FASB issued a prepared statement from its spokesman explaining how the board is already working to reduce cost for companies. “The FASB agenda constantly evolves as board members and staff engage with our many stakeholder groups,” the spokesman said. “The FASB has been working on a specific project in recent years to reduce unnecessary cost and complexity in existing accounting standards. As part of this ongoing initiative, we will continue to engage with stakeholders on how to make standards better for all U.S. capital market participants.”