Nicolas Morgan

And just yesterday, the SEC finally rescinded the Gag Rule. After becoming the norm in the early seventies, the Gag Rule forced anyone who settled with the agency to agree, for the rest of their life, never to publicly deny the SEC's allegations against them. With 98% of SEC defendants settling, the rule muted criticism of the agency's enforcement actions for the past 50 years and exempted the SEC from the very standard it holds everyone else to—transparency.

For most of its history, the SEC operated with what Vanderbilt Law Professor Amanda Rose calls "de facto power" — a vast influence built not through formal laws, but through "soft" regulatory levers like no-action letters and safe harbors. These mechanisms allowed the agency to micromanage the capital markets while avoiding the transparency and accountability requirements of the Administrative Procedure Act.

view of how capital really flows, why Regulation Crowdfunding (Reg CF) may be misaligned, and what a functional, modern capital market should look like.