Litigation: The SEC continues to play the enforcer
Last year, the SEC brought more enforcement actions than ever before. This year, the agency picked up right where it left off.
March 29, 2012 at 07:31 AM
4 minute read
The original version of this story was published on Law.com
Last year, the SEC brought more enforcement actions than ever before. This year, the agency picked up right where it left off. The SEC tallied another one this week, filing an enforcement action against Wells Fargo that, even by SEC standards, seems particularly aggressive, in part because its premise is so basic: the alleged failure by Wells Fargo to fully respond to six document subpoenas issued by the SEC.
The SEC now seeks an order from the Northern District of California compelling the bank to turn over the information. Although it is unclear how, precisely, an issue over the production of documents reached this level, one thing is abundantly clear: when faced with document subpoenas from regulators, ongoing communication and transparency is essential.
This all began with the SEC's investigation of Wells Fargo's role in the creation of certain mortgage backed securities (MBS), the type of investigation by regulators that, today, is far from unusual. Specifically, the SEC sought evidence that Wells Fargo failed to disclose underlying credit weaknesses in a number of mortgage pools. Concerned that Wells Fargo misrepresented or omitted facts relating to its compliance with underwriting guidelines, the SEC asked the bank for more information about those guidelines and its due diligence practices through six subpoenas issued since September 2011.
In the face of these multiple subpoenas, Wells Fargo did what any respondent would do: It reached out to the SEC, started producing documents, identified certain documents as privileged and set forth for the SEC concrete production dates for additional documents to be produced. That is, until February 2012, when the SEC issued a Wells notice, informing Wells Fargo that the SEC staff was considering civil claims against the bank tied to its underwriting and packaging of certain MBS securities. At that point, according to the SEC's complaint, Wells Fargo failed to meet its self-imposed production dates and ignored the outstanding subpoenas.
Wells Fargo allegedly took the position that, in the wake of the Wells notice, the investigation was effectively over—the SEC had raised the stakes by issuing the Wells notice, the SEC was no longer in “investigation” mode and the goal for Wells Fargo, at this point, was to try to convince the SEC staff not to recommend that civil action be taken. It turns out that Wells Fargo was wrong—according to the SEC, the Wells notice never ends an investigation—but it is difficult to fault Wells Fargo for taking the position that the investigation had reached a different phase, or for its apparent concern about producing documents to a regulator that was actively preparing to file a civil action against it.
So where did Wells Fargo go wrong? We don't know all the facts or the extent and content of the communications between Wells Fargo and the SEC, but regardless, this case offers a reminder about the importance of communicating with regulators, especially over issues as basic (and important) as responding to outstanding subpoenas. It is unclear whether this enforcement action was a surprise to Wells Fargo. If it was, it suggests the lines of communication had effectively shut down, and the fault could lie equally with the SEC. But the lesson is an obvious one: If there is confusion about the status of an outstanding subpoena, ask about it. If there are representations about the timing of productions, meet those self-imposed deadlines or explain why they won't be met. If you think there may be a miscommunication, try to resolve it. As Wells Fargo can attest, even the appearance of inattention—right or wrong—may get you into trouble.
This content has been archived. It is available through our partners, LexisNexis® and Bloomberg Law.
To view this content, please continue to their sites.
Not a Lexis Subscriber?
Subscribe Now
Not a Bloomberg Law Subscriber?
Subscribe Now
NOT FOR REPRINT
© 2025 ALM Global, LLC, All Rights Reserved. Request academic re-use from www.copyright.com. All other uses, submit a request to [email protected]. For more information visit Asset & Logo Licensing.
You Might Like
View AllApple Disputes 'Efforts to Manufacture' Imaging Sensor Claims Against iPhone 15 Technology
Coinbase Hit With Antitrust Suit That Seeks to Change How Crypto Exchanges Operate
3 minute readBaker Botts' Biopharma Client Sues Former In-House Attorney, Others Alleging Extortion Scheme
Trending Stories
- 1Many LA County Law Firms Remain Open, Mobilize to Support Affected Employees Amid Historic Firestorm
- 2Stevens & Lee Names New Delaware Shareholder
- 3U.S. Supreme Court Denies Trump Effort to Halt Sentencing
- 4From CLO to President: Kevin Boon Takes the Helm at Mysten Labs
- 5How Law Schools Fared on California's July 2024 Bar Exam
Who Got The Work
Michael G. Bongiorno, Andrew Scott Dulberg and Elizabeth E. Driscoll from Wilmer Cutler Pickering Hale and Dorr have stepped in to represent Symbotic Inc., an A.I.-enabled technology platform that focuses on increasing supply chain efficiency, and other defendants in a pending shareholder derivative lawsuit. The case, filed Oct. 2 in Massachusetts District Court by the Brown Law Firm on behalf of Stephen Austen, accuses certain officers and directors of misleading investors in regard to Symbotic's potential for margin growth by failing to disclose that the company was not equipped to timely deploy its systems or manage expenses through project delays. The case, assigned to U.S. District Judge Nathaniel M. Gorton, is 1:24-cv-12522, Austen v. Cohen et al.
Who Got The Work
Edmund Polubinski and Marie Killmond of Davis Polk & Wardwell have entered appearances for data platform software development company MongoDB and other defendants in a pending shareholder derivative lawsuit. The action, filed Oct. 7 in New York Southern District Court by the Brown Law Firm, accuses the company's directors and/or officers of falsely expressing confidence in the company’s restructuring of its sales incentive plan and downplaying the severity of decreases in its upfront commitments. The case is 1:24-cv-07594, Roy v. Ittycheria et al.
Who Got The Work
Amy O. Bruchs and Kurt F. Ellison of Michael Best & Friedrich have entered appearances for Epic Systems Corp. in a pending employment discrimination lawsuit. The suit was filed Sept. 7 in Wisconsin Western District Court by Levine Eisberner LLC and Siri & Glimstad on behalf of a project manager who claims that he was wrongfully terminated after applying for a religious exemption to the defendant's COVID-19 vaccine mandate. The case, assigned to U.S. Magistrate Judge Anita Marie Boor, is 3:24-cv-00630, Secker, Nathan v. Epic Systems Corporation.
Who Got The Work
David X. Sullivan, Thomas J. Finn and Gregory A. Hall from McCarter & English have entered appearances for Sunrun Installation Services in a pending civil rights lawsuit. The complaint was filed Sept. 4 in Connecticut District Court by attorney Robert M. Berke on behalf of former employee George Edward Steins, who was arrested and charged with employing an unregistered home improvement salesperson. The complaint alleges that had Sunrun informed the Connecticut Department of Consumer Protection that the plaintiff's employment had ended in 2017 and that he no longer held Sunrun's home improvement contractor license, he would not have been hit with charges, which were dismissed in May 2024. The case, assigned to U.S. District Judge Jeffrey A. Meyer, is 3:24-cv-01423, Steins v. Sunrun, Inc. et al.
Who Got The Work
Greenberg Traurig shareholder Joshua L. Raskin has entered an appearance for boohoo.com UK Ltd. in a pending patent infringement lawsuit. The suit, filed Sept. 3 in Texas Eastern District Court by Rozier Hardt McDonough on behalf of Alto Dynamics, asserts five patents related to an online shopping platform. The case, assigned to U.S. District Judge Rodney Gilstrap, is 2:24-cv-00719, Alto Dynamics, LLC v. boohoo.com UK Limited.
Featured Firms
Law Offices of Gary Martin Hays & Associates, P.C.
(470) 294-1674
Law Offices of Mark E. Salomone
(857) 444-6468
Smith & Hassler
(713) 739-1250