SEC chooses professor who criticized ‘Unicorns’ startups as top corporate regulator

WASHINGTON – The Securities and Exchange Commission said it had hired Renee Jones, a Boston College law professor, as its top regulator of public company personnel.

Ms. Jones will oversee a division of more than 400 attorneys and accountants who will write the rules for companies that raise capital and disseminate important news and events to shareholders. The division has a leadership role in drafting a planned rule proposal that would require public companies to disclose more about the risks and impacts of climate change on their businesses.

Ms. Jones, 56, has written critically about large, private companies known as unicorns, which are valued at more than a billion dollars before going public. Over the past decade, the SEC has made it easier for private companies to raise capital, largely exempting them from agency oversight.

Renee Jones will serve as the SEC’s top public company personnel regulator.


Adam DeTour / Boston College School of Law

He will succeed the division’s acting director, John Coates, also 56, who will take over as the agency’s general counsel, the SEC said in a press release. A graduate of Harvard Law School, Ms. Jones has taught classes on securities regulation, corporate governance, and financial regulation.

Mrs. Jones wrote in a review article of the law in 2010 that while the financial crisis had damaged the SEC’s credibility, the regulator was likely to emerge “as a stronger and more capable regulator.”

Ms. Jones will take over the division at a time when new President Gary Gensler has outlined an expansive regulatory agenda, including addressing some issues that were subject to new rules during the Trump administration.

The Trump-era rules increased oversight of proxy voting advisers such as Institutional Shareholder Services Inc. The commission during that time also raised the bar for small shareholders to present government and policy proposals to vote at the annual corporate meeting. .

Both rules were passed along partisan lines, and the Democratic commissioners opposed them. Now under Democratic control, the SEC said in a semi-annual disclosure last week that plan to propose changes to the Proxy Advisory Rules and Shareholders Proposal for next spring. The agency’s two Republican commissioners, Hester Peirce and Elad Roisman, on Monday criticized the measure, saying it resembles “a seesaw game with our rule book.”

“We are disappointed that the commission is dedicating our scarce resources to repeating the recently finalized rules,” commissioners said in a statement.

The SEC’s corporate finance division is also slated to write rules this year related to trading structures known as special-purpose acquisition companies, corporate board diversity, bargaining by corporate officers and directors, and how companies monitor cybersecurity risks, according to last week’s disclosure. .

It could also address regulatory exemptions underpinning private equity markets, the notice said. Some Democratic lawmakers argue that private markets, where tech startups and hedge funds raise money, have grown too big to be off the radar of regulators. More capital is now raised privately than through public agreements that provide investors with standardized disclosures that are reviewed by the SEC. according to regulator research.

Ms. Jones joined the faculty of Boston College in 2002, according to her bio on the university’s website. He previously practiced law at the firm of Boston Hill & Barlow, which closed its doors in 2002.

In an essay published in 2017, Jones wrote that private companies valued at more than $ 1 billion had been able to escape the “governance structures and practices appropriate for companies of their scale.” In part he blamed deregulation measures, some of them imposed by Congress, which made the publication of public information “increasingly obsolete.”

“Investors and policy makers must take action to address the problem of irresponsible unicorns,” he wrote in the essay, published in the University of Pennsylvania Law Review online.

Lots of unicorns, including Uber Technologies INC.,

they have since been made public. WeWork, another startup valued at more than $ 1 billion, has been registered to go public through a merger with BowX Acquisition. Corp.

Write to Dave Michaels at [email protected]

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