Overview

• Issued on September 17, the policy instructs staff not to refuse or delay acceleration solely because a registration includes issuer‑investor arbitration terms.
• The Commission anchored its position in recent Supreme Court interpretations of the Federal Arbitration Act, finding no clear displacement in federal securities statutes, including for class‑action waivers.
• SEC review will focus on the completeness and clarity of disclosures about any arbitration clause rather than on deciding its enforceability.
• Commissioner Caroline Crenshaw dissented, and consumer advocates criticized the move as harmful to investor rights while urging Congress to narrow the FAA.
• State and regulatory frictions persist, including potential conflicts with Delaware’s new corporate law provision and uncertainty alongside FINRA’s bar on arbitrating class actions, though exchange listing rules do not expressly forbid such clauses.