The facts as alleged are not merely "regulatory" violations. They are not even sneaky enough to rise to the level of fraud. If true, they constitute plain and simple theft. One would hope matters like this go to DOJ, and not only to the SEC.

The time for registration as a security-based swap dealer is within sight.

Investment advisers will need to take a close look, and a periodically ongoing look, at their proxy voting policies. Advisers should be mindful that nothing obligates them to vote their clients' shares, as long as an adviser has made it clear in its agreement with its clients that it will not do so. For many advisers, voting shares will not be worth the effort.

Separately, the very interesting aspect of declaring that proxy advisors are subject to SEA Rule 14a-9 is that it imposes on…

Section 2(b) of the Securities Act provides that: “Whenever . . . the Commission is engaged in rulemaking and is required to consider . . . whether an action is necessary . . . in the public interest, the Commission shall also consider, in addition to the protection of investors, whether the action will promote . . . capital formation.”

The dilemma that the SEC faces is that there is a real conflict between the "protection of investors" and "capital formation." The more the SEC…