The U.S. Securities and Exchange Commission is proposing three new regulatory initiatives designed to better protect mutual fund investors.
The SEC held an open meeting on the issue this morning, at which some of the proposed reforms proved controversial. Most notably, some commissioners expressed concern about the plans to require more independent fund governance boards.
Nevertheless, the commission voted to propose amendments to its rules to enhance fund boards’ independence and effectiveness and to improve their ability to protect the interests of the funds and fund shareholders they serve. The rule amendments are designed to strengthen the hand of independent directors when dealing with fund management.
Independent directors would be required to constitute at least 75% of the fund’s board. The board would be required to appoint a chairman who is an independent director, and it would be required to assess its own effectiveness at least once a year. The independent directors would be required to meet in separate sessions at least once a quarter. As well, the fund would be required to authorize the independent directors to hire their own staff.
The SEC also voted to propose a new rule that would require fund managers to adopt and enforce codes of ethics applicable to their supervised persons. An advisor’s code of ethics would have to include certain minimum provisions.
Finally, the commission also voted to propose two new rules and rule amendments that are designed to enhance the information that broker-dealers provide to their customers. The two new rules would require broker-dealers to provide their customers with targeted information regarding the costs and conflicts of interest that arise from the distribution of mutual fund shares.
The rules would require disclosure at two key times — first at the point of sale, and second at the completion of a transaction in the transaction confirmation.
Comments on the governance and code of ethics proposals are due in 45 days, comments on the disclosure provisions are due in 60 days.