SEC Disclosure Rules Face ‘Sea Change’ Challenge From Business

Business groups’ First Amendment challenge to a Securities and Exchange Commission rule on stock buybacks threatens far-reaching consequences for the regulator’s efforts to require disclosure of corporate information.

Led by the US Chamber of Commerce, the groups have sued to vacate the rule, arguing the requirement that companies disclose their rationale for repurchasing stock shares violates the First Amendment’s protections against compelled speech.

It’s a broadside against SEC rules that require companies to disclose certain information to investors—rules that have for decades operated without rigorous First Amendment scrutiny, legal scholars said. A court ruling subjecting the buyback rule to an ...