Risk & Compliance

Cox’s Top Lawyer to Leave SEC

Michael Halloran, who played a key role in changing the internal-controls auditing rules, will step down in May.
David Katz and Marie LeoneApril 21, 2008

Michael J. Halloran, Securities and Exchange Commission chairman Christopher Cox’s go-to guy on a wide range of issues, will leave the SEC in May to return to the private sector. Halloran is one of the inner-circle officials at the SEC who has worked closely with the chairman.

Serving as counselor to Cox and deputy chief of staff at the commission, he played a key role in helping the commission implement Section 404 of the Sarbanes-Oxley Act, the internal controls provision. He was also active in the bruising struggle to replace Auditing Standard No. 2, the Public Company Oversight Board’s rule on auditor-attestation. AS2 was largely blamed for creating excessively high audit fees for companies complying with Sarbox. During Halloran’s tenure, the PCAOB adopted — and the SEC approved — AS5, the principles-based replacement of AS2.

“After overcoming initial suspicions about him by investors, Mike Halloran showed himself to be a balanced administrator for the chairman,” Roel Campos, a former SEC commissioner who worked with Halloran and is currently a partner with the Cooley, Godward, Kronish law firm, told CFO.com.

Halloran, 66, came to the SEC in October of 2006, following a 32-year career at the law firm of Pillsbury Winthrop Shaw Pittman. He also helped draft and adopt several important SEC rules, including those related to the Credit Rating Agency Reform Act, the Investment Advisor Act, director nomination proposals, and rules linked to recommendations made by the SEC’s Advisory Committee on Smaller Public Companies.

He also helped set up the SEC’s Advisory Committee on Improvements in Financial Reporting, and worked on several accounting initiatives such as the elimination of reconciliation for companies which report using the International Financial Reporting Standard.

Before his career at Pillsbury Winthrop’s corporate and securities practice, he served for seven years as group executive vice president and general counsel for BankAmerica Corporation, and was the company’s chief worldwide legal officer. He is also the lead author and editor of Venture Capital and Public Offering Negotiation, a text on the formation of venture-capital funds, making venture investments, and taking companies public.

SEC spokeman John Nester said Halloran has not announced his future plans.