SEC Nominee Clayton Defends Wall Street Ties

Mar 23 2017 | 7:56pm ET

By Sarah N. Lynch and Lisa Lambert (Reuters) - Jay Clayton, the Wall Street attorney tapped by President Donald Trump to lead the U.S. Securities and Exchange Commission, on Thursday defended himself against Democrats' charges that multiple conflicts of interest would force him to miss too many SEC votes.

Clayton, a partner at elite law firm Sullivan & Cromwell, is expected to win confirmation easily, although some Democrats on the Senate Banking Committee raised concerns about his ties to Wall Street and Goldman Sachs, a bank he represented during the financial crisis and that employs his wife, Gretchen.

His wife plans to resign from the bank if Clayton is confirmed, and he said he will recuse himself from matters involving his or the firm's clients for two years.

Some clients have included Barclays, Deutsche Bank, Bill Ackman's hedge fund Pershing Square Capital Management and former Ocwen Financial Corp Executive Chairman William Erbey.

Clayton told the panel his Wall Street legal experience is a "strength," adding he did not think conflicts of interest would present problems in leading the agency that enforces securities laws and regulates U.S. stock, options and bond markets.

"As far as the extent of my practice and whether the recusals that would be required for potential conflicts will impair my ability to act as chair of the Securities and Exchange Commission, I do not believe they will do so," he said.

Clayton, a political independent, told the committee the Dodd-Frank financial reform law should be "looked at" to determine if it has achieved its goals.

When pressed on certain parts of the law, such as whether the SEC should delay implementing a rule requiring companies to disclose the ratio of CEO pay to the median pay of workers, Clayton declined to wade into the debate until he could get more information from SEC staff.

In their questioning, Republicans led by panel chairman Mike Crapo of Idaho said the SEC should help make it easier for companies to raise money, a goal the Trump administration has embraced.

Clayton said that SEC regulations should be clear and lean, saying complexity creates confusion.

Companies are taking longer to go public and compliance costs are a deterrent, he said, but he did not offer policy solutions to the problem.

Throughout the hearing, Democrats including Sherrod Brown of Ohio and Elizabeth Warren of Massachusetts, repeatedly said Clayton's Wall Street relationships are a worry.

"In today's confirmation hearing for Jay Clayton, the matter of conflicts of interests was the skunk at the party," said Lisa Gilbert, a vice president of legislative affairs for Public Citizen, which has criticized Clayton's Wall Street ties.

Clayton's potential recusals could be significant because the commission currently only has two sitting members: Democrat Kara Stein and Republican Michael Piwowar. If Clayton recuses himself and the remaining two disagree, any measure before the commission would fail. He stressed he did not see this as a major concern because most enforcement votes are "unanimous."

Clayton also said he strongly believes in holding individuals accountable for wrongdoing, adding it could be a greater deterrent than coming down on corporations.

The SEC only has civil jurisdiction and cannot bring criminal prosecutions.

Democrats also questioned if Clayton is willing to stand up to Trump and his appointees.

Warren pointed to billionaire investor Carl Icahn, who is advising Trump on regulation, and asked Clayton about Icahn using his high-profile role to boost his own investments.

Icahn has a controlling stake in a refinery that could benefit from a change he has proposed to the U.S. biofuels program and a 24.57 percent stake in Herbalife Ltd, which is under investigation for violations of the Foreign Corrupt Practices Act.

Clayton acknowledged he met with Icahn after he was nominated to discuss the role of activist investors, but was careful not to judge Icahn's roles as investor and White House adviser.

Violations of insider trading laws generally entail a "facts and circumstances analysis," he said.

Current and former SEC staff have told Reuters they are confident that Clayton will make a strong SEC chairman.

Former Republican SEC Commissioner Daniel Gallagher, who has known Clayton since the financial crisis, attended the hearing Thursday and gave him high marks.

"His demeanor is perfectly fitting for an SEC chairman," he said.

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