Page:United States Statutes at Large Volume 124.djvu/1909

 124 STAT. 1883 PUBLIC LAW 111–203—JULY 21, 2010 ‘‘(A) the establishment, maintenance, and enforcement of policies and procedures for determining credit ratings; ‘‘(B) the establishment, maintenance, and enforcement of policies and procedures to address, manage, and disclose any conflicts of interest; ‘‘(C) the effectiveness of the internal control system with respect to policies and procedures for determining credit ratings; and ‘‘(D) the compensation and promotion policies and prac- tices of the nationally recognized statistical rating organiza- tion. ‘‘(4) TREATMENT OF NRSRO SUBSIDIARIES.—If a nationally recognized statistical rating organization is a subsidiary of a parent entity, the board of the directors of the parent entity may satisfy the requirements of this subsection by assigning to a committee of such board of directors the duties under paragraph (3), if— ‘‘(A) at least 1⁄2 of the members of the committee (including the chairperson of the committee) are inde- pendent, as defined in this section; and ‘‘(B) at least 1 member of the committee is a user of ratings from a nationally recognized statistical rating organization. ‘‘(5) EXCEPTION AUTHORITY.—If the Commission finds that compliance with the provisions of this subsection present an unreasonable burden on a small nationally recognized statis- tical rating organization, the Commission may permit the nationally recognized statistical rating organization to delegate such responsibilities to a committee that includes at least one individual who is a user of ratings of a nationally recognized statistical rating organization.’’. (b) CONFORMING AMENDMENT.—Section 3(a)(62) of the Securi- ties Exchange Act of 1934 (15 U.S.C. 78c(a)(62)) is amended by striking subparagraph (A) and redesignating subparagraphs (B) and (C) as subparagraphs (A) and (B), respectively. SEC. 933. STATE OF MIND IN PRIVATE ACTIONS. (a) ACCOUNTABILITY.—Section 15E(m) of the Securities Exchange Act of 1934 (15 U.S.C. 78o–7(m)) is amended to read as follows: ‘‘(m) ACCOUNTABILITY.— ‘‘(1) IN GENERAL.—The enforcement and penalty provisions of this title shall apply to statements made by a credit rating agency in the same manner and to the same extent as such provisions apply to statements made by a registered public accounting firm or a securities analyst under the securities laws, and such statements shall not be deemed forward-looking statements for the purposes of section 21E. ‘‘(2) RULEMAKING.—The Commission shall issue such rules as may be necessary to carry out this subsection.’’. (b) STATE OF MIND.—Section 21D(b)(2) of the Securities Exchange Act of 1934 (15 U.S.C. 78u–4(b)(2)) is amended— (1) by striking ‘‘In any’’ and inserting the following: ‘‘(A) IN GENERAL.—Except as provided in subparagraph (B), in any’’; and (2) by adding at the end the following: Applicability.