SEC Modernizes Broker-Dealer Electronic Recordkeeping Rules

In November 2021, the SEC proposed amendments to the recordkeeping requirements for broker-dealers contained in Rule 17a‑4 under the Securities Exchange Act of 1934 (Exchange Act) and for security-based swap dealers and major security-based swap participants contained in Rule 18a‑6 under the Exchange Act. On October 12, 2022, the SEC adopted final rule amendments largely in line with its original proposal. The amendments, which were designed to make the rules more “technology neutral,” add a new “audit-trail” format for storing electronic records; and update both technical and non-technical requirements for electronic recordkeeping systems. The amendments took effect on January 3, 2023; the compliance date is May 3, 2023. This article synthesizes the critical elements of the amended rules, with commentary from W. Hardy Callcott, partner at Sidley Austin LLP. See “JPMorgan Fined $200 Million for Failure to Maintain Electronic Communication Records” (Feb. 17, 2022).

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