Conflict Minerals Update: SEC Formally Stands by Staff Guidance

Today the SEC issued a stay of the conflict minerals rule – but the stay extends only to “the effective date for compliance with those portions of Rule 13p-1 and Form SD that would require the statements by issuers that the Court of Appeals held would violate the First Amendment.” In other words, today’s order merely formalizes the guidance issued by the SEC staff on April 29, summarized in our April 29 newsflash. To underline this point, the Commission referred companies to the April 29 staff statement “for more detailed guidance regarding compliance.”

Presumably the Commission took this step (which, unlike the April 29 staff statement, carries legal force) to undercut any attempt by the rule’s challengers to argue in federal court that a judicial stay is needed in order to prevent imminent First Amendment harm.

As we said a few days ago, stay tuned for further developments.

Please see our October 26, 2012 client memorandum, updated as of April 17, 2014, for an overview of the rule and a template Form SD.