2022-11-11T11:49:34-06:00 2021-12-31 042442519 EDELSTEIN AND COMPANY LLP 160 FEDERAL STREET 9TH FLOOR BOSTON MA 02110 990 2021-01-01 300406260 COMMITTEE ON CAPITAL MARKETS REGULATION INC C/O HAL S SCOTT COMM 8572426747 134 MT AUBURN STREET CAMBRIDGE MA 02138 HAL S SCOTT PRESIDENT/DIRECTOR 8572426747 2022-11-10 1 HAL SCOTT 999009999 EUGENE BORGONZI P01269879 6172276161 2022-11-02 3 AAL1 IAL1 2021 2022-09-23 18:48:47Z HAL S SCOTT 134 MT AUBURN STREET CAMBRIDGE MA 02138 2810833 0 X WWW.CAPMKTSREG.ORG X 2007 DE TO RESEARCH AND ADDRESS SPECIFIC ISSUES AFFECTING THE REGULATION OF U.S. CAPITAL MARKETS. 5 4 12 4 0 0 1362404 2658850 7854 35563 2763 33862 19717 51828 1392738 2780103 0 0 0 0 706594 1943495 0 0 251632 217555 620852 924149 2564347 468589 215756 4356082 4672372 205246 255071 4150836 4417301 X THE SPECIFIC PURPOSES FOR WHICH THE CORPORATION IS FORMED INCLUDE: 1) EXPLORING A RANGE OF ISSUES RELATED TO MAINTAINING AND IMPROVING THE COMPETITIVENESS OF THE US CAPITAL MARKETS; 2) RECOMMENDING POLICY CHANGES THAT SHOULD BE MADE, (CONTINUED ON SCHEDULE O) OR AREAS OF RESEARCH THAT SHOULD BE PURSUED; 3) PRESERVING AND ENHANCING THE BALANCE BETWEEN EFFICIENT AND COMPETITIVE CAPITAL MARKETS AND SHAREHOLDER PROTECTION; AND 4) PURSUING OTHER SIMILAR AREAS OF STUDY AND DISCUSSION. 0 0 1833842 0 35563 THE COMMITTEE ON CAPITAL MARKETS REGULATION, INC. IS AN INDEPENDENT AND NONPARTISAN RESEARCH ORGANIZATION DEDICATED TO IMPROVING THE REGULATION OF U.S. CAPITAL MARKETS. THE COMMITTEE'S RESEARCH PROVIDES POLICYMAKERS WITH A NONPARTISAN EMPIRICAL FOUNDATION FOR PUBLIC POLICY AS WELL AS EDUCATES THE PUBLIC ON THESE ISSUES. IN 2021, THE COMMITTEE RELEASED SEVEN MAJOR REPORTS, INCLUDING ON: (1) ASSESSING THE FUTURE OF U.S. LISTINGS BY CHINESE COMPANIES: A CALL FOR STRUCTURED DIALOGUE (OCT. 2021); (2) REVISING THE FRAMEWORK FOR NON-BANK EMERGENCY LENDING (SEPT. 2021); (3) BANK STRESS TESTING & UNDERSERVED BORROWERS (SEPT. 2021); (4) PANDEMIC BUSINESS INTERRUPTION INSURANCE (JULY 2021); (5) CREDIT RATING AGENCIES DURING COVID-19 (JUNE 2021); (6) MONEY MARKET FUNDS AND 2020 COVID CRISIS (MAY 2021); AND (7) U.S. TREASURY MARKET DURING THE COVID CRISIS (MARCH 2021). THE EXPENSES ASSOCIATED WITH THESE REPORTS WERE LIKELY IN THE RANGE OF $500,000.THE COMMITTEE ALSO RELEASED FOUR STATEMENTS, INCLUDING ON: (1) RETAIL INVESTORS AND SPACS (OCT. 2021); (2) THE ADMINISTRATIVE PROCEDURE ACT AND BANKING SUPERVISION (SEPT. 2021); (3) ENHANCING U.S. EQUITY MARKET STRUCTURE FOR RETAIL INVESTORS (SEPT. 2021); AND (4) THE SEC STAFF'S NON-ENFORCEMENT OF PROXY ADVISOR REGULATIONS (JULY 2021). IN ADDITION TO ITS MAJOR REPORTS AND STATEMENTS, THE COMMITTEE UPDATED ITS ANNUAL ANALYSIS MONETARY SANCTIONS IMPOSED BY U.S. ENFORCEMENT AGENCIES, SUBMITTED TWO COMMENT LETTERS TO THE SEC, AND SUBMITTED ONE COMMENT LETTER TO THE FTC. THE COMMITTEE ALSO PREPARED COMMENT LETTER ON THE SEC'S SECURITIES LENDING PROPOSAL THAT WAS ULTIMATELY SUBMITTED IN EARLY JANUARY 2022. 1833842 1 1 0 1 0 0 0 0 0 0 1 0 0 0 1 0 1 0 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 1 15 0 12 1 0 0 0 0 0 0 0 0 0 0 0 0 X 5 4 1 0 0 0 0 0 0 1 0 0 0 1 1 1 1 1 1 1 1 0 MA NY X CRISTINA LEONE 8572426747 134 MT AUBURN STREET CAMBRIDGE MA 02138 HAL S SCOTT PRESIDENT/DIRECTOR 30.00 X X 625000 0 16500 ROBERT GLAUBER DIRECTOR (UNTIL 2/14/21) 0.50 X 0 0 0 ROBERT GLENN HUBBARD CO-CHAIR/DIRECTOR 0.50 X X 0 0 0 ANDREW KURITZKES DIRECTOR 0.50 X 0 0 0 JOHN L THORNTON CO-CHAIR/DIRECTOR 0.50 X X 0 0 0 LESLIE N SILVERMAN DIRECTOR (APPT. 3/1/21) 0.50 X 0 0 0 JACQUELINE MCCABE VP/SECRETARY 20.00 X 70000 0 2100 CRISTINA LEONE TREASURER/CFO 16.00 X 69000 0 7345 JOHN A GULLIVER EXECUTIVE DIRECTOR 30.00 X 385666 0 19181 JON ONDREJKO SR. RESEARCH FELLOW 50.00 X 164973 0 10224 MEGAN VASIOS DEPUTY DIRECTOR 25.00 X 118132 0 19594 JANELLE SCHLOSSBERGER SR. RESEARCH FELLOW 50.00 X 105498 0 13715 1538269 0 88659 5 0 1 0 0 2658850 50850 2658850 OUTSOURCED RESEARCH CO 541900 35563 35563 35563 23213 23213 46416 0 46416 46416 46416 41379 30730 10649 10649 10649 OTHER INCOME 900099 5412 5412 5412 2780103 40975 0 80278 X 1170502 749635 245104 175763 627371 531839 63048 32484 17220 12436 2754 2030 34013 24564 5440 4009 94389 68167 15096 11126 6045 6045 39476 39476 3750 3750 5752 5752 267767 249792 16400 1575 39053 23233 13893 1927 9513 3443 5608 462 209745 149865 37624 22256 16465 11029 5436 5581 5581 17177 17177 LICENSE FEES 528 44 484 2564347 1833842 478873 251632 196587 208719 3642378 1858618 200100 450000 36322 179040 152671 245737 99901 42914 27130 56987 1536428 100894 136843 4356082 4672372 143952 74908 61294 180163 205246 255071 X 4024182 4407301 126654 10000 4150836 4417301 4356082 4672372 215756 50709 0 X X 0 1 X 1 0 X 2249753 2402203 2459254 1362404 2658850 11132464 2249753 2402203 2459254 1362404 2658850 11132464 3629643 7502821 33240 211626 130605 22374 69629 467474 5412 5412 11605350 63959 0.64650 0.65520 X FORM 990, SCHEDULE A, PUBLIC SUPPORT SHORT YEAR THE BOARD OF DIRECTORS VOTED TO AMEND THE BYLAWS TO CHANGE THE ORGANIZATION'S YEAR END FROM JULY 31 TO DECEMBER 31 EFFECTIVE DECEMBER 31, 2020. THEREFORE THE 2020 TAX YEAR WAS A SHORT YEAR RUNNING FROM AUGUST 1, 2020 TO DECEMBER 31, 2020. RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED RESTRICTED 0 0 3750 0 3750 0 2560597 0 2564347 0 278217 0 69554 0 0 0 270280 257974 163622 278217 970093 1455140 15634 8345 1250 3750 28979 67570 64494 40906 69554 242524 363786 0 0 0 0 0 63174 31842 31332 14865 11072 3793 21862 21862 56987 457B PLAN PAYABLE 97243 LEASE INCENTIVE LIABILITY 82920 180163 2825060 50709 50709 2774351 5752 5752 2780103 2558595 0 2558595 5752 5752 2564347 PART XI, LINE 4B - OTHER ADJUSTMENTS: BANK SERVICE CHARGES 5,752. PART XII, LINE 4B - OTHER ADJUSTMENTS: BANK SERVICE CHARGES 5,752. X 1 1 X X X X 0 0 0 0 0 0 0 0 0 HAL S SCOTT PRESIDENT/DIRECTOR 550000 0 75000 0 0 0 16500 0 0 0 641500 0 0 0 JOHN A GULLIVER EXECUTIVE DIRECTOR 329175 0 37500 0 18991 0 8531 0 10650 0 404847 0 0 0 JON ONDREJKO SR. RESEARCH FELLOW 152250 0 5000 0 7723 0 4949 0 5275 0 175197 0 0 0 PART I, LINE 1A FIRST CLASS TRAVEL IS PROVIDED FOR HAL S. SCOTT, PRESIDENT, IN THE CASE OF LONG TRIPS WHERE PRIVACY IS NEEDED FOR WORKING ON CONFIDENTIAL DOCUMENTS, WHEN BUSINESS CLASS TICKETS ARE NOT AVAILABLE, OR A FREE UPGRADE TO FIRST CLASS IS AVAILABLE. X 1 50850 STOCK MARKET QUOTE 0 0 0 0 FORM 990, PART VI, SECTION A, LINE 2 HAL S SCOTT & JOHN A. GULLIVER - BUSINESS RELATIONSHIP HAL S. SCOTT & JACQUELINE MCCABE - BUSINESS RELATIONSHIP HAL S. SCOTT & CRISTINA LEONE - BUSINESS RELATIONSHIP FORM 990, PART VI, SECTION A, LINE 8B THE ORGANIZATION IS A RELATIVELY SMALL ORGANIZATION AND HAD ONLY UP TO 5 BOARD MEMBERS AT ANY ONE TIME. THEREFORE, THERE ARE NO COMMITTEES. THE FULL BOARD ACTS ON ALL MATTERS DURING BOARD MEETINGS AND MINUTES ARE KEPT OF THOSE MEETINGS. FORM 990, PART VI, SECTION B, LINE 11B THE FORM 990 IS REVIEWED THOROUGHLY BY THE CORPORATION'S OFFICERS BEFORE FILING. A COPY OF THE FORM 990 IS PROVIDED TO AND REVIEWED BY THE BOARD OF DIRECTORS BEFORE IT IS FILED. FORM 990, PART VI, SECTION B, LINE 12C ARTICLE VII OF THE CORPORATION'S BY-LAWS GOVERN CONFLICTS OF INTEREST. THE BY-LAWS DEFINE POTENTIAL CONFLICTS OF INTEREST AND SET OUT THE PROCESS FOR DISCLOSING POTENTIAL CONFLICTS OF INTEREST AND APPROVAL OF CONTRACTS AND TRANSACTIONS INVOLVING POTENTIAL CONFLICTS OF INTEREST. AT WEEKLY STATUS MEETINGS, ALL MAJOR ACTIVITIES OF THE CORPORATION ARE DISCUSSED BY THE CORPORATION'S OFFICERS WHERE ANY POTENTIAL CONFLICTS OF INTEREST CAN BE IDENTIFIED. IN ADDITION, EACH DIRECTOR AND EACH OFFICER IS REQUIRED TO COMPLETE AN ANNUAL CONFLICT OF INTEREST DISCLOSURE FORM. FORM 990, PART VI, SECTION B, LINE 15 THE PROCESS FOR DETERMINING COMPENSATION OF THE ORGANIZATION'S TOP MANAGEMENT (OFFICERS AND KEY EMPLOYEES) INCLUDED A REVIEW AND APPROVAL BY INDEPENDENT MEMBERS OF THE BOARD OF DIRECTORS WHO WERE PROVIDED A REPORT FROM AN INDEPENDENT PROFESSIONAL COMPENSATION CONSULTANT PROVIDING, INTER ALIA, COMPARABILITY DATA, AND THE BOARD'S DELIBERATION AND DECISION WERE CONTEMPORANEOUSLY MEMORIALIZED IN THE MINUTES OF THE BOARD MEETING. THE INDEPENDENT PROFESSIONAL COMPENSATION CONSULTANT WAS HIRED TO PROVIDE 2021 COMPENSATION PLANNING INFORMATION UPDATES AS APPROPRIATE FOR THE FOLLOWING: HAL S. SCOTT JOHN GULLIVER JACQUELINE MCCABE CRISTINA LEONE FORM 990, PART VI, SECTION C, LINE 19 THE ORGANIZATION MAKES ITS GOVERNING DOCUMENTS, WHICH INCLUDE ITS CONFLICT OF INTEREST POLICY, AND ITS FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC UPON WRITTEN REQUEST. FORM 990, PART IX, LINE 11G CONSULTANTS: PROGRAM SERVICE EXPENSES 27,367. MANAGEMENT AND GENERAL EXPENSES 9,889. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 37,256. PUBLIC RELATIONS: PROGRAM SERVICE EXPENSES 33,750. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 33,750. RECRUITING: PROGRAM SERVICE EXPENSES 41,610. MANAGEMENT AND GENERAL EXPENSES 2,100. FUNDRAISING EXPENSES 1,575. TOTAL EXPENSES 45,285. RESEARCH CONSULTING: PROGRAM SERVICE EXPENSES 147,065. MANAGEMENT AND GENERAL EXPENSES 0. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 147,065. IT CONSULTING: PROGRAM SERVICE EXPENSES 0. MANAGEMENT AND GENERAL EXPENSES 4,411. FUNDRAISING EXPENSES 0. TOTAL EXPENSES 4,411. FORM 990, PART XII, LINE 2C: SINCE THE BOARD OF DIRECTORS WAS COMPRISED OF UP TO ONLY 5 INDIVIDUALS AT ANY ONE TIME DURING THE YEAR, THE FULL BOARD ASSUMED RESPONSIBILITY FOR OVERSIGHT OF THE AUDIT OF ITS FINANCIAL STATEMENTS AND SELECTION OF AN INDEPENDENT ACCOUNTANT.