SEC May Require Faster Disclosure For Activists

Feb 28 2011 | 11:54am ET

The Securities and Exchange Commission may soon put a serious damper on hedge fund activism.

The regulator may cut the number of days investors who buy up more than 5% of a publicly-traded company without passive intent have to disclose that purchase. Currently, activist investors have 10 days to file a Schedule 13D with the SEC, making public their holdings.

But the SEC believes that giving activists 10 full days "may be outdated," Michele Anderson, head of the agency's office of mergers and acquisitions, told MarketWatch.

"It has been in place for over 40 years now, and we have concerns that it may provide opportunities for investors to obtain a sizeable stake in the company before they are obliged to make any public disclosure," she said.

It is unclear how much the SEC would seek to cut the filing time to, but any reduction is expected to hurt activists and help the companies targeted by them. A smaller window would make it harder for hedge funds and others to acquire large stakes in companies, and give those targets precious extra time to mount a counterattack.

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