Mr. Speaker, I rise in support of this legislation. Mr. Speaker, I would like to commend the gentleman from Ohio (Mr. Oxley) and the gentleman from Louisiana (Mr. Baker), the gentleman from Pennsylvania (Mr. Kanjorski) and the gentleman…
Mr. Speaker, I rise in support of this legislation.
Mr. Speaker, I would like to commend the gentleman from Ohio (Mr. Oxley) and the gentleman from Louisiana (Mr. Baker), the gentleman from Pennsylvania (Mr. Kanjorski) and the gentleman from Massachusetts (Mr. Frank) for their leadership in improving and moving this legislation through. It is going to send a clear message to all Americans that we are trying to make sure that when they invest their money, there will be fairness and there will be oversight in the marketplace.
The interest of the investors of this Nation need to come first. As the gentleman from Delaware (Mr. Castle) said, this is a good step in restoring confidence to those people with whom we trust our investment money. And when we entrust that money to them, we want to know that it will be regulated, that the transactions will be transparent so we can see what they are doing.
This problem with the mutual funds should have been addressed many years ago. Again, as my colleague, the gentleman from Delaware (Mr. Castle) pointed out, this is something the SEC should have acted on a long time ago, and especially during the 1990s when we had a strong market and such a bright light of investigation could have gone in with possibly less impact, because we certainly do not want to do anything that is going to affect this Nation's growth that we are experiencing with our economy now.
I think it is imperative that Congress take action to strengthen investor confidence. It will allow our economy to continue to experience a full growth. And we have to be sure that our investors here in the United States, now over half of all American families are invested in mutual funds, we have to make sure that we have, they have the backing of Congress, that they have the oversight from Congress, but more importantly, that that backing and oversight comes from the
Mr. Speaker, during debate on the bill today, the gentleman from Pennsylvania placed in the Record an editorial authored by the Attorney General of New York. I want to also include for the Record a response published on November 18, 2003, in the Wall Street Journal by the chairman of the Securities Exchange Commission.
[From the Wall Street Journal, Nov. 18, 2003]
Investors First
(By William H. Donaldson)
Washington.--Among its many roles, the Securities and
Exchange Commission has two critical missions. The first is
to protect investors, and the second is to punish those who
violate our securities laws. Last week's partial settlement
of the SEC's fraud case against the Putnam mutual-fund
complex does both. It offers immediate and significant
protections for Putnam's current mutual-fund investors,
serving as an important first step. Moreover, by its terms,
it enhances our ability to obtain meaningful financial
sanctions against alleged wrongdoing at Putnam, and leaves
the door open for further inquiry and regulatory action.
Despite its merits, the settlement has provoked
considerable discussion, and some criticism. Unfortunately,
the criticism is misguided and misinformed, and it obscures
the settlement's fundamental significance.
By acting quickly, the SEC required Putnam to agree to
terms that produce immediate and lasting benefits for
investors currently holding Putnam funds. First, we put in
place a process for Putnam to make full restitution for
investor losses associated with Putnam's misconduct. Second,
we required Putnam to admit its violations for purposes of
seeking a penalty and other monetary relief. Third, we forced
immediate, tangible reforms at Putnam to protect investors
from this day forward. These reforms are already being put
into place, and they are working to protect Putnam investors
from the sort of misconduct we found in this case.
Among the important reforms Putnam will implement is a
requirement that Putnam employees who invest in Putnam funds
hold those investments for at least 90 days, and in some
cases for as long as one year--putting an end to the type of
short-term trading we found at Putnam. On the corporate
governance front, Putnam fund boards of trustees will have
independent chairmen, at least 75% of the board members will
be independent, and all board actions will be approved by a
majority of the independent directors.
In addition, the fund boards of trustees will have their
own independent staff member who will report to and assist
the fund boards in monitoring Putnam's compliance with the
federal securities laws, its fiduciary duties to
shareholders, and its Code of Ethics. Putnam has also
committed to submit to an independent review of its policies
and procedures designed to prevent and detect problems in
these critical areas--now, and every other year.
This settlement is not the end of the Commission's
investigation of Putnam. We are also continuing to examine
the firm's actions and to pursue additional remedies that may
be appropriate, including penalties and other monetary
relief. If we turn up more evidence of illegal trading, or
any other prohibited activity, we will not hesitate to bring
additional enforcement actions against Putnam or any of its
employees. Indeed, our action in federal court charging two
Putnam portfolio managers with securities fraud is pending.
There are two specific criticisms of the settlement that
merit a response.
First, some have charged that it was a mistake not to force
the new management at Putnam to agree that the old management
had committed illegal acts. In fact, we took the unusual step
of requiring Putnam to admit to liability for the purpose of
determining the amount of any penalty to be imposed. We made
a decision, however, that it would be better to move quickly
to obtain real and practical protections for Putnam's
investors, right now, rather than to pursue a blanket legal
admission from Putnam. The SEC is hardly out of the
mainstream in making such a decision. All other federal
agencies, and many state agencies (including that of the New
York attorney general), willingly and regularly forgo blanket
admissions in order to achieve meaningful and timely
resolutions of civil proceedings.
Second, some have criticized the Putnam settlement because
it does not address how fees are charged and disclosed in the
mutual fund industry. While this issue is serious, the claim
is spurious. The Putnam case is about excessive short-term
trading by at least six Putnam management professionals and
the failure of Putnam to detect and deter that trading. The
amount and disclosure of fees is not, and never has been, a
part of the Putnam case, and thus it would be wholly improper
to try to piggyback the fee-disclosure issue on an unrelated
matter.
If our continuing investigation of Putnam uncovers evidence
of wrongdoing in the fee-disclosure area, we will not
hesitate to act, and the Commission is already moving forward
with rulemaking that will address this issue, and others, on
an industry-wide basis. Those lacking rulemaking authority
seem to want to shoehorn the consideration of the fee-
disclosure issues into the settlement of lawsuits about other
subjects. But we should not use the threat of civil or
criminal prosecution to extract concessions that have nothing
to do with the alleged violations of the law.
Criticism of the Commission for moving to quickly misses
the significance of the Commission's action. While continuing
our broader investigation of Putnam, we have reached a fair
and far-reaching settlement that establishes substantial
governance reforms and compliance controls that are already
benefiting Putnam's investors. It is a settlement where the
Commission put the interests of investors first.
As the Commission continues to initiate critical and
immediate reforms of the mutual-fund industry, and while we
investigate a multitude of other cases involving mutual fund
abuses, we will continue to seek reforms that provide
immediate relief to harmed investors.