Cox-Led SEC Imposes Big Corporate Fines

WASHINGTON – Corporations hoping for gentler treatment under Christopher Cox, the Securities and Exchange Commission's new chairman, got a jolt this week.

The SEC brought two big enforcement actions fining companies -- $20 million in penalties against Ameriprise Financial Inc. (AMP) and its brokerage unit on Thursday; and on Monday, with the New York Attorney General, a $45-million fine against mutual funds group Federated Investors Inc.(FII).

Both stemmed from mutual fund share trading misconduct and were the first large corporate fines imposed by the SEC since the former congressman became chairman in August.

Reaching for another enforcement tool, the SEC this week also settled with hedge fund group Millennium Partners, requiring it to repay $121.4 million in ill-gotten gains as part of a $180 million settlement of charges of improper mutual fund share trading.

For now at least, say investor advocates, the two fines against publicly traded companies signal that Cox has not steered the SEC away from hitting corporations, not just individuals, with big penalties -- a point of some contention among his four other SEC colleagues.

"Cox has made it very clear that he thinks corporate penalties are part of the arsenal," said Damon Silvers, associate general counsel for the AFL-CIO labor federation, which actively lobbies on behalf of investors in Washington.

In the first seven months of 2005, before Cox arrived, the SEC imposed 13 penalties of $10 million or more against corporations, including a $300-million fine against media group Time Warner Inc. (TWX) settling accounting fraud charges.

The jumbo penalties of early 2005 and the three prior years following the Enron scandal -- such as 2003's record-setting $750 million WorldCom fine -- were unprecedented and caused a backlash in corporate America and within the commission.

SEC Commissioners Paul Atkins and Cynthia Glassman, both Republicans like Cox, have questioned big corporate penalties, especially when they hurt shareholders already facing stock losses, and urged a greater emphasis on fining individuals.

The deterrence value of corporate fines is taken for granted by their proponents, but some question this, as well.

"The question of corporate penalties is a very real and significant one," said former SEC Chairman Harvey Pitt.

"Circumstances where a fine makes sense to me include situations where the company is recalcitrant or uncooperative, or actually hinders the completion of an investigation. That was our rationale for hitting Xerox Corp. (XRX) with a $10 million fine (in 2002) when I was chairman, which up to that point was the largest fine ever imposed on a public company," he said.

Pitt left the SEC in 2003 and was replaced by William Donaldson, who resigned this summer after overseeing record SEC corporate penalties.

Cox, formerly a congressman from Los Angeles' well-to-do Orange County suburbs, arrived at the SEC in early August; in the transition, heavy corporate fines stopped.

The halt led some securities lawyers to speculate about a shift in policy along the lines favored by Atkins and Glassman, although most cautioned four months was too little time to draw firm conclusions. This week's actions have since quieted talk of any change in enforcement policy, for the time being.

"It's another encouraging sign that Cox will live up to the commitment he made in his initial speech that he would run the SEC as an advocate for investors," said Barbara Roper, director of investor protection for the Consumer Federation of America.

Cox addressed the corporate penalties issue in an interview this week with Business Week magazine, in which he said: "The applicability of corporate penalties isn't simply a matter of taste. It's a matter of law ... We will continue to use corporate penalties."

But he also said he wants to develop objective standards for when corporate fines make sense and how big they should be, based on legislation that empowered the SEC to start levying penalties against corporations as well as individuals.