ASHINGTON,
April 9 — The Senate approved legislation today that would strengthen the
hand of regulators to attack corporate wrongdoing by giving the Securities
and Exchange Commission new powers to punish wayward lawyers, accountants
and corporate officers and directors.
The legislation, if approved by the House and signed by President Bush,
would enable the agency to impose steep fines on a broad range of wrongdoers
without first obtaining approval from a federal judge. It would also make it
easier for investigators to subpoena financial records without tipping off
the target of their inquiry.
In all, the measure would plug significant holes in the agency's
enforcement net that in some respects had left the agency with lesser powers
than banking regulators have, despite the sweeping securities law changes
passed in the wake of the corporate scandals of the last two years.
Under existing rules, the commission has the power to fine Wall Street
firms and investment advisers only through an administrative proceeding at
the agency. To obtain fines against accountants, lawyers, corporate officers
and directors or anyone else who violates securities laws, the agency must
go to federal court. That court action would no longer be necessary under
this legislation, although the fines could still be appealed to federal
court.
In addition, the legislation would allow the agency to impose
substantially bigger fines. Currently, the maximum fines range from $6,500
to $600,000 — depending on the infraction — but the legislation sets
maximums of $100,000 to $2 million.
For example, securities law violations involving "fraud, deceit,
manipulation or deliberate or reckless disregard of a statutory or
regulatory requirement" could result in fines of up to $500,000 for
individuals and $1 million for corporations. Violations that also caused
"substantial losses or created a significant risk of substantial losses to
other persons or resulted in substantial pecuniary gain to the person who
committed the act or omission" could bring fines up to $1 million for
individuals and $2 million for corporations.
Now, the S.E.C. must get approval from a federal judge to subpoena
records secretly. But the legislation passed today would require custodians
of subpoenaed financial records to turn the material over to investigators
in many cases without disclosing the subpoena to the subject of the inquiry.
In an interview, the bill's co-author, Senator Carl Levin, Democrat of
Michigan, said efforts at passing similar legislation had been derailed in
the past by Senator Phil Gramm, the Texas Republican who did not run for
re-election last year. Mr. Gramm's departure opened the door for the
legislation, Mr. Levin said.
"We had hoped to get this passed last year, but what happened was that we
were debating it and Gramm ran out the clock on it," Mr. Levin said. Mr.
Gramm, now vice chairman of UBS Warburg, the investment bank, was
unavailable for comment, his assistant said.
Though Democrats no longer have control of the Senate, Mr. Levin said
that his provision won support from two moderate Republicans — Charles E.
Grassley of Iowa, chairman of the Senate Finance Committee, and Richard C.
Shelby of Alabama, the chairman of the Senate Banking Committee.
"This is a very significant additional tool for the S.E.C.," said Mr.
Levin, who wrote the provision with Senator Bill Nelson, Democrat of
Florida. "The existing fines are so modest, they are just like traffic
tickets in some cases."
The legislation, which was included in a bill intended to encourage
charitable giving that passed the Senate on a 95-to-5 vote this afternoon,
may have to be reconciled with legislation from the House, which has been
slower to embrace tough remedies for corporate corruption. A spokeswoman for
Representative Michael G. Oxley, the Ohio Republican who is chairman of the
House Financial Services Committee, declined to comment on the legislation.
But with scandals continuing to wear down investors — the latest,
according to authorities, a $2.5 billion accounting fraud at
HealthSouth — many are reluctant to stand in the way of stricter
enforcement of securities laws.
Steve Goldfarb, a spokesman for the American Institute of Certified
Public Accountants, said the industry was subject to fines and enforcement
under the new federal accounting oversight panel, so "therefore this is not
an issue for us." A spokeswoman for the American Bar Association declined to
comment.
William H. Donaldson, recently appointed by President Bush to be chairman
of the Securities and Exchange Commission, supports the legislation, saying
in a letter to Mr. Levin last week that it would "significantly supplement
and strengthen the commission's ongoing enforcement efforts."