Conformed to Federal Register version

Conformed to Federal Register version

SECURITIES AND EXCHANGE COMMISSION

17 CFR Parts 200, 201, and 203

[Release Nos. 33–11431; 34–105923; IC–36254; IA–6981]

Modernization of Delegations of Authority to Commission Staff

AGENCY: Securities and Exchange Commission.

ACTION: Final rule.

SUMMARY: The Securities and Exchange Commission (the “Commission”) is amending

its rules delegating authority to the Commission’s staff to further modernize these rules, to

better reflect the way the Commission conducts its business, and to more efficiently use the

Commission’s resources.

DATES: This release was published in the Federal Register on July 20, 2026. This rule is

effective July 26, 2026.

FOR FURTHER INFORMATION CONTACT: J. Matthew DeLesDernier, Deputy

Secretary, Office of the Secretary, (202) 551-5400, Securities and Exchange Commission,

100 F Street NE, Washington, D.C. 20549–9040.

SUPPLEMENTARY INFORMATION: The Commission is adopting amendments to

the following rules:

Commission

Reference

CFR Citation

(17 CFR)

Rules of General Organization

Article 10

200.10

Article 13a

200.13a

Article 19d

200.19d

Article 30–3a

200.30–3a

Article 30–18

200.30–18

Article 30–19

200.30–19

Rules of Practice

Rule 430

201.430

Rule 431

201.431

Rules Related to Investigations

Rule 2

203.2

I. Discussion

The Commission is amending certain of its rules delegating authority to the

Commission’s staff. Currently, the Commission delegates to its staff certain authorities that

would otherwise be exercised only by the Commission itself. These delegations are codified

in our Rules of General Organization, 1 alongside descriptions of the responsibilities of the

divisions and offices. 2 The Securities Exchange Act of 1934 (the “Exchange Act”) 3

authorizes the Commission to delegate certain of its functions by published rule to an

agency division or employee. 4 Subject to certain conditions, actions taken pursuant to

delegated authority are deemed the action of the Commission. 5 The Exchange Act provides

that the Commission retains a right of review any such action for a period of time prescribed

by rule, and that the vote of any one member of the Commission is sufficient to bring any

such action before the Commission for review. 6 The Commission is amending certain of its

rules delegating authority to the Commission’s staff to further modernize these rules, to

better reflect the way the Commission conducts its business, and to more efficiently use the

Commission’s resources, as discussed in detail below.

A. Delegation to the Director of the EDGAR Business Office

The Commission is consolidating certain of its administrative functions within the

EDGAR Business Office. Many filer support functions are currently carried out by the

1

Articles 30–1 through 30–19.

2

Articles 10 through 27.

3

15 U.S.C. 78a et seq.

4

Section 4A(a) of the Exchange Act.

5

Section 4A(c) of the Exchange Act.

6

Section 4A(b) of the Exchange Act.

EDGAR Business Office, but authority to perform the following related functions is

currently delegated to the Director of the Division of Examinations:

•

Authority to issue an order under the Investment Advisers Act of 1940 (the “Advisers

Act”) 7 cancelling the registration of an investment adviser; 8

•

Authority to issue an order granting or cancelling registration of brokers, dealers,

municipal advisors, municipal securities dealers, government securities brokers,

government securities dealers, and transfer agents; 9

•

Authority to issue an order under the Advisers Act granting registration as an investment

adviser; 10

•

Certain authorities related to broker or dealer reporting or assessment delinquency; 11 and

•

Authority to issue an order granting or cancelling registration of securities-based swap

dealers and major securities-based swap participants. 12

We believe that consolidating these functions within the EDGAR Business Office and

delegating authority to perform these functions to the Director of the EDGAR Business

Office will promote more efficient and streamlined operations, reduce redundancy, and

improve customer service to the public. Accordingly, we have determined to rescind the

delegations to the Director of the Division of Examinations and make corresponding

delegations to the Director of the EDGAR Business Office. 13

7

15 U.S.C. 80b–1 et seq.

8

Current Article 30–18(i)(1).

9

Current Article 30–18(j).

10

Current Article 30–18(k).

11

Current Article 30–18(l).

12

Current Article 30–18(m).

13

Article 30–18; Article 30–19. We are also making technical corrections to Rule 2 of our Rules Related to

Investigations, which permits certain officials to orally share information obtained in investigations or

B. Delegation to the Director of the Office of Municipal Securities

We are also delegating one of the above authorities to the Director of the Office of

Municipal Securities. Currently, the Director of the Office of Municipal Securities is, like

the Director of the Division of Examinations, authorized to issue an order granting or

cancelling the registration of a municipal advisor or to grant the registration of a municipal

securities dealer. 14 However, unlike the Director of the Division of Examinations, the

Director of the Office of Municipal Securities is not currently authorized to issue an order

cancelling the registration of a municipal securities dealer. 15 Many of the delegations that we

have made to the Director of Trading and Markets have a corresponding delegation to the

Director of the Office of Municipal Securities, when applied to matters involving the

Municipal Securities Rulemaking Board, municipal securities, or municipal securities

dealers, 16 but this is an exception. To provide greater consistency across these regulated

entities and enhance efficiency, we have determined to delegate this authority to the

Director of the Office of Municipal Securities, who will, as discussed above, now share it

with the Director of the EDGAR Business Office. 17

C. Technical Correction Regarding Review of Delegated Action

Finally, we are making a set of technical corrections to Rules 430 and 431 of our Rules

of Practice, which specify procedural parameters for the right of Commission review of

examinations with other regulators, to reflect current division names and the effect of a recent internal

reorganization. 17 CFR 203.2.

14

Current Article 30–3a(a)(1); current Article 30–3a(a)(3); current Article 30–18(j)(2); current Article 30–

18(j)(7).

15

Current Article 30–18(j)(2); current Article 30–3a(a)(3).

16

See Modernization of Delegations of Authority to Commission Staff and Division and Office Descriptions,

Securities Act Release No. 10913 (Dec. 22, 2020) [86 FR 9436 (Feb. 16, 2021)], at Part II.C.

17

Article 30–3a(a)(3); Article 30–19(e)(8). We are also making a correction to the description of the Office of

Municipal Securities in our Rules of General Organization regarding its responsibilities.

delegated actions under Section 4A of the Exchange Act. 18 The corrections clarify that these

rules apply to delegated actions taken by the Director of the EDGAR Business Office. 19

II. Administrative Law Matters

The Commission finds, in accordance with the Administrative Procedure Act (the

“APA”), that these amendments relate solely to agency organization, procedure, or practice

and do not constitute a substantive rule. 20 Accordingly, the APA’s provisions regarding

notice of proposed rulemaking and opportunity for public comment are not applicable.

These amendments do not substantially affect the rights or obligations of non-agency parties

and pertain to the management of internal Commission operations. These changes are

effective on July 26, 2026. For the same reasons, the provisions of the Small Business

Regulatory Enforcement Fairness Act are not applicable. 21 Additionally, the provisions of

the Regulatory Flexibility Act, 22 which apply only when notice and comment are required

by the APA or other law, are not applicable. 23 These amendments do not contain any

collection of information requirements as defined by the Paperwork Reduction Act of

1995. 24 Further, because these amendments impose no new burdens on private parties, the

Commission does not believe that the amendments will have any impact on competition for

purposes of section 23(a)(2) of the Exchange Act. 25

18

Current Rule 430 of the Commission’s Rules of Practice; current Rule 431 of the Commission’s Rules of

Practice; see also supra note 6 and accompanying text.

19

Rule 430 of the Commission’s Rules of Practice; Rule 431 of the Commission’s Rules of Practice. We are

also making a correction to the description of the Office of the Secretary in our Rules of General

Organization to remove a statement about administration of the library, which function has been

reassigned within the agency. Current Article 13a(c).

20

5 U.S.C. 553(b)(A).

21

See 5 U.S.C. 804(3)(C) (the term “rule” does not include “any rule of agency organization, procedure, or

practice that does not substantially affect the rights or obligations of non-agency parties”).

22

5 U.S.C. 60 et seq.

23

See 5 U.S.C. 601(2).

24

See 5 CFR 1320.3.

25

15 U.S.C. 78w(a)(2).

Statutory Authority

The amendments are adopted pursuant to statutory authority granted to the

Commission including section 19 of the Securities Act of 1933, 15 U.S.C. 77s; sections 4A,

4B, and 23 of the Exchange Act, 15 U.S.C. 78d-1, 78d-2, and 78w; section 38 of the

Investment Company Act of 1940, 15 U.S.C. 80a-37; section 211 of the Investment Advisers

Act of 1940, 15 U.S.C. 80b-11; and section 3 of the Sarbanes-Oxley Act of 2002, 15 U.S.C.

7202.

List of Subjects

17 CFR Part 200

Administrative practice and procedure, Authority delegations (Government agencies).

17 CFR Part 201

Administrative practice and procedure.

17 CFR Part 203

Administrative practice and procedure, Investigations.

Text of Rule Amendments

For the reasons stated in the preamble, the Commission is amending title 17, chapter II

of the Code of Federal Regulations as follows:

PART 200—ORGANIZATION; CONDUCT AND ETHICS; AND

INFORMATION AND REQUESTS

1. The authority citation for part 200 continues to read as follows:

Authority: 5 U.S.C. 552, 552a, 552b, and 557; 11 U.S.C. 901 and 1109(a); 15 U.S.C.

77c, 77e, 77f, 77g, 77h, 77j, 77o, 77q, 77s, 77u, 77z-3, 77ggg(a), 77hhh, 77sss, 77uuu, 78b,

78c(b), 78d, 78d-1, 78d-2, 78e, 78f, 78g, 78h, 78i, 78k, 78k-1, 78l, 78m, 78n, 78o, 78o-4, 78q,

78q-1, 78t-1, 78u, 78w, 78ll(d), 78mm, 78eee, 80a-8, 80a-20, 80a-24, 80a-29, 80a-37, 80a-41,

80a-44(a), 80a-44(b), 80b-3, 80b-4, 80b-5, 80b-9, 80b-10(a), 80b-11, 7202, and 7211 et seq.; 29

U.S.C. 794; 44 U.S.C. 3506 and 3507; Reorganization Plan No. 10 of 1950 (15 U.S.C. 78d);

sec. 8G, Pub. L. 95-452, 92 Stat. 1101 (5 U.S.C. App.); sec. 913, Pub. L. 111-203, 124 Stat.

1376, 1827; sec. 3(a), Pub. L. 114-185, 130 Stat. 538; E.O. 11222, 30 FR 6469, 3 CFR, 19641965 Comp., p. 36; E.O. 12356, 47 FR 14874, 3 CFR, 1982 Comp., p. 166; E.O. 12600, 52

FR 23781, 3 CFR, 1987 Comp., p. 235; Information Security Oversight Office Directive

No. 1, 47 FR 27836; and 5 CFR 735.104 and 5 CFR parts 2634 and 2635, unless otherwise

noted.

2. Remove the undesignated center heading before § 200.10.

3. Amend § 200.13a by removing paragraph (c).

4. Revise § 200.19d to read as follows:

§ 200.19d Director of the Office of Municipal Securities.

The Director of the Office of Municipal Securities is responsible to the Commission for

the administration and execution of the Commission's programs under the Securities

Exchange Act of 1934 relating to the registration and regulation of municipal advisors, the

registration and regulation of municipal securities brokers and dealers, and oversight of the

Municipal Securities Rulemaking Board. The functions involved include recommending the

adoption and amendment of Commission rules, reviewing proposed rule changes of the

Municipal Securities Rulemaking Board, and responding to interpretive and no-action

requests.

5. Section 200.30–3a is amended by revising paragraph (a)(3) to read as follows:

§ 200.30–3a Delegation of authority to Director of the Office of Municipal Securities.

* * * * *

(a) ***

* * * * *

(3) Pursuant to section 15B(a) of the Act [15 U.S.C. 78o-4(a)]:

(i) To authorize the issuance of orders granting registration of municipal securities

dealers within forty-five days of the filing of an application for registration as a municipal

securities dealer (or within such longer period as to which the applicant consents); and

(ii) To authorize the issuance of orders canceling the registration of a municipal

securities dealer, if such municipal securities dealer is no longer in existence or has ceased to

do business as a municipal securities dealer.

* * * * *

6. Section 200.30–18 is amended by:

a. Removing and reserving paragraph (i)(1); and

b. Removing and reserving paragraphs (j) through (m).

7. Section 200.30–19 is amended by adding paragraphs (d) through (h) to read as

follows:

§ 200.30–19 Delegation of authority to Director of the EDGAR Business Office.

* * * * *

(d) With respect to the Investment Advisers Act of 1940 (“Advisers Act”) (15 U.S.C.

80b-1 et seq.), pursuant to Section 203(h) of the Advisers Act (15 U.S.C.80b-3(h)), to

authorize the issuance of orders cancelling registration of investment advisers, or

applications for registration, if such investment advisers or applicants for registration are no

longer in existence or are not engaged in business as investment advisers.

(e) With respect to the Securities Exchange Act of 1934 (15 U.S.C. 78a et seq.):

(1) Under section 15(b) of the Act (15 U.S.C. 78o(b)):

(i) To authorize the issuance of orders granting registration of brokers or dealers within

45 days of the acceptance of an application for registration as a broker or dealer (or within

such longer period as to which the applicant consents);

(ii) To grant registration of brokers or dealers sooner than 45 days after acceptance of an

application for registration;

(iii) To authorize the issuance of orders canceling registrations of brokers or dealers, or

pending applications for registration, if such brokers or dealers or applicants for registration

are no longer in existence or are not engaged in business as brokers or dealers; and

(iv) To determine whether notices of withdrawal from registration on Form BDW shall

become effective sooner than the normal 60-day waiting period.

(2) Under section 15B(a) of the Act (15 U.S.C. 78o-4(a)):

(i) To authorize the issuance of orders granting registration of municipal securities

dealers within 45 days of the filing of acceptable applications for registration as a municipal

securities dealer (or within such longer period as to which the applicant consents); and

(ii) To grant registration of municipal securities dealers sooner than 45 days after receipt

by the Commission of acceptable applications for registration.

(3) Under section 15B(c) of the Act (15 U.S.C. 78o-4(c)):

(i) To authorize the issuance of orders canceling registrations of municipal securities

dealers, or pending applications for registration, if such municipal securities dealers or

applicants for registration are no longer in existence or are not engaged in business as

municipal securities dealers; and

(ii) To determine whether notices of withdrawal from registration on Form MSDW shall

become effective sooner than the normal 60-day waiting period.

(4) Under section 15C(a) of the Act (15 U.S.C. 78o-5(a)):

(i) To authorize the issuance of orders granting registration of government securities

brokers or government securities dealers for which the Commission is the appropriate

regulatory agency within 45 days of the acceptance of an application for registration as a

government securities broker or government securities dealer (or within such longer period

as to which the applicant consents); and

(ii) To grant registration of government securities brokers or government securities

dealers for which the Commission is the appropriate regulatory agency sooner than 45 days

after acceptance of an application for registration.

(5) Under section 15C(c) of the Act (15 U.S.C. 78o-5(c)):

(i) To authorize the issuance of orders canceling registrations of government securities

brokers or government securities dealers registered with the Commission, or pending

applications for registration, if such government securities brokers or government securities

dealers or applicants for registration are no longer in existence or are not engaged in

business as government securities brokers or government securities dealers; and

(ii) To determine whether notices of withdrawal from registration on Form BDW shall

become effective sooner than the normal 60-day waiting period.

(6) Under section 17A(c) of the Act (15 U.S.C. 78q-1(c)):

(i) To authorize the issuance of orders granting registration of transfer agents within 45

days of the filing of acceptable applications for registration as a transfer agent (or within

such longer period as to which the applicant consents);

(ii) To grant registration of transfer agents sooner than 45 days after receipt by the

Commission of acceptable applications for registration;

(iii) To authorize the issuance of orders canceling registrations of transfer agents, or

pending applications for registration, if such transfer agents or applicants for registration are

no longer in existence or are not engaged in business as transfer agents; and

(iv) To determine whether notices of withdrawal from registration on Form TA-W shall

become effective sooner than the normal 60-day waiting period.

(7) Under section 15B(a) of the Act (15 U.S.C. 78o-4(a)):

(i) To authorize the issuance of orders granting registration of municipal advisors within

45 days of the filing of an application for registration as a municipal advisor (or within such

longer period as to which the applicant consents); and

(ii) To grant registration of municipal advisors sooner than 45 days after the filing of an

application for registration.

(8) Under section 15B(c) of the Act (15 U.S.C. 78o-4(c));

(i) To authorize the issuance of orders canceling the registration of a municipal advisor,

if such municipal advisor is no longer in existence or has ceased to do business as a

municipal advisor; and

(ii) To determine whether notices of withdrawal from registration on Form MA-W shall

become effective sooner than the 60-day waiting period.

(f) With respect to the Investment Advisers Act of 1940 (15 U.S.C. 80b-1 et seq.):

(1) Under section 203(c) of the Act (15 U.S.C. 80b-3(c)):

(i) To authorize the issuance of orders granting registration of investment advisers within

45 days of the filing of acceptable applications for registration as an investment adviser (or

within such longer period as to which the applicant consents); and

(ii) To grant registration of investment advisers sooner than 45 days after receipt by the

Commission of acceptable applications for registration.

(2) [Reserved]

(g) With respect to the Securities Investor Protection Act of 1970 (15 U.S.C. 78aaa et

seq.):

(1) To cause a written notice to be sent by registered or certified mail, upon receipt of a

copy of a notice sent by or on behalf of the Securities Investor Protection Corporation that a

broker or dealer has failed to timely file any report or information or to pay when due all or

any part of an assessment as required under section 10(a) of this Act, to such delinquent

member advising such member that it is unlawful for the member under the provisions of

such section of the Act to engage in business as a broker-dealer while in violation of such

requirements of the Act and requesting an explanation in writing within ten days stating

what he or she intends to do in order to cure such delinquency;

(2) To authorize formerly delinquent brokers or dealers, upon receipt of written

confirmation from or on behalf of the Securities Investor Protection Corporation that the

delinquencies referred to in paragraph (g)(1) of this section have been cured, and upon

having been advised by the appropriate regional office of this Commission and the Division

of Enforcement and Division of Trading and Markets that there is no objection to such

member being authorized to resume business, and upon there appearing to be no unusual or

novel circumstances which would warrant direct consideration of the matter by this

Commission, to resume business as registered broker-dealers as provided in section 10(a) of

this Act.

(h) With respect to the Securities Exchange Act of 1934 (15 U.S.C. 78a et seq.):

(1) Under section 15F(b) of the Act (15 U.S.C. 78o-10(b)):

(i) To authorize the issuance of orders granting on-going registration to security-based

swap dealers and major security-based swap participants based on the security-based swap

dealer's or major security-based swap participant's application, pursuant to § 240.15Fb2-1(e)

of this chapter (Rule 15Fb2-1(e));

(ii) To authorize the issuance of orders canceling the registration of security-based swap

dealers and major security-based swap participants registered pursuant to § 240.15Fb2-1 of

this chapter (Rule 15Fb2-1) if such persons are no longer in existence or have ceased to do

business as security-based swap dealers or major security-based swap participants, pursuant

to § 240.15Fb3-3(a) of this chapter (Rule 15Fb3-3(a)); and

(iii) To determine by order, pursuant to § 240.15Fb3-2(b) of this chapter (Rule 15Fb32(b)), whether notices of withdrawal of registration filed by security-based swap dealers or

major security-based swap participants pursuant to section 15F(b) of the Securities

Exchange Act of 1934 (15 U.S.C. 78o-10(b)) shall become effective sooner than the normal

60 day waiting period provided in Rule 15Fb3-2(b) (§ 240.15Fb3-2(b) of this chapter).

PART 201—RULES OF PRACTICE

8. The authority citation for part 201 continues to read in part as follows:

Authority: 15 U.S.C. 77s, 77sss, 78w, 78x, 80a-37, and 80b-11; 5 U.S.C. 504(c)(1).

* * * * *

9. Section 201.430 is amended by revising paragraphs (a) and (c) to read as follows:

§ 201.430 Appeal of actions made pursuant to delegated authority.

(a) Scope of rule. Any person aggrieved by an action made by authority delegated in §§

200.30-1 through 200.30-8 or §§ 200.30-11 through 200.30-19 of this chapter may seek

review of the action pursuant to paragraph (b) of this section.

* * * * *

(c) Prerequisite to judicial review. Pursuant to Section 704 of the Administrative Procedure

Act, 5 U.S.C. 704, a petition to the Commission for review of an action made by authority

delegated in §§ 200.30-1 through 200.30-19 of this chapter is a prerequisite to the seeking of

judicial review of a final order entered pursuant to such an action. Pursuant to 15 U.S.C.

7214(h)(2), any decision by the Commission pursuant to 200.30-11 shall not be reviewable

under 15 U.S.C. 78y and shall not be deemed 'final agency action' for purposes of 5 U.S.C.

704.

10. Section 201.431 is amended by revising paragraph (a) to read as follows:

§ 201.431 Commission consideration of actions made pursuant to delegated authority.

(a) Scope of review. The Commission may affirm, reverse, modify, set aside or remand for

further proceedings, in whole or in part, any action made pursuant to authority delegated in

§§ 200.30-1 through 200.30-19 of this chapter.

* * * * *

PART 203—RULES RELATED TO INVESTIGATIONS

11. The authority citation for part 203 continues to read as follows:

Authority: 15 U.S.C. 77s, 77sss, 78w, 80a-37, and 80b-11, unless otherwise noted.

12. Section 203.2 is revised to read as follows:

§ 203.2 Information obtained in investigations and examinations.

Information or documents obtained by the Commission in the course of any

investigation or examination, unless made a matter of public record, shall be deemed nonpublic, but the Commission approves the practice whereby officials of the Divisions of

Enforcement, Examinations, Corporation Finance, Trading and Markets, Investment

Management, and the Office of International Affairs at the level of Assistant Director or

higher, may engage in and may authorize members of the Commission's staff to engage in

discussions with persons identified in § 240.24c-1(b) of this chapter concerning information

obtained in individual investigations or examinations, including formal investigations

conducted pursuant to Commission order.

By the Commission.

Dated: July 15, 2026.

Vanessa A. Countryman,

Secretary.