Letter to Regulator: Letter to the SEC Cautioning Against Raising Quarterly Investor Reporting Thresholds by Thirty-Five Times

September 29, 2020

Vanessa A. Countryman

Secretary, Securities and Exchange Commission

100 F St NE

Washington, DC 20549-1090


Re: Reporting Threshold for Institutional Investment Managers (File No. S7-8-20)

Secretary Countryman:

The Americans for Financial Reform Education Fund (AFREF) appreciates the opportunity to comment on the above referenced proposed rule (the “Proposal”) by the Securities and Exchange Commission (the “SEC” or the “Commission”) concerning rules for fundraising in private markets. Members of the AFR Education Fund coalition include consumer, civil rights, investor, retiree, community, labor, faith based, and business groups.[1]

We urge the Commission to reconsider its misguided proposal to raise the reporting threshold under Form 13F for institutional investment managers. Such a decision would significantly obstruct transparency across publicly traded stocks and contradict the Commission’s stated mission to protect investors, facilitate capital formation, and maintain fair, orderly, and efficient markets.

This proposal would raise the Form 13F reporting threshold by an astounding thirty five fold, from $100 million to $3.5 billion in eligible securities. Clearly this represents a very striking reduction in reporting requirements. The threshold change would by the Commission’s own estimates reduce filings from investment managers by 89.2%.[2] This reduction would harm investors seeking to understand the ownership patterns and management influences of companies they own, issuers looking to engage their shareholders, academics and data providers who are able to conduct studies with the information provided, and the public and policy makers seeking to understand important public policy issues.

[1] A list of coalition members is available at: http://ourfinancialsecurity.org/about/our-coalition/

[2] Securities and Exchange Commission, File No. S7-08-20, Reporting Threshold for Institutional Investment Managers (Jul. 10, 2020), at 17, https://www.sec.gov/rules/proposed/2020/34-89290.pdf

Full text of letter here