On December 1, 2025, the Commodity Futures Trading Commission (CFTC) adopted amendments to its Rules of Practice and Rules Relating to Investigations that significantly reshape the agency’s Wells process. Acting Chair Caroline Pham described the changes as needed to “ensure due process” and to “end lawfare,” effectively acknowledging that the CFTC’s prior compressed timelines and limited transparency could be unfair to prospective respondents. These reforms parallel those recently adopted by the Securities and Exchange Commission (SEC) to increase fairness and transparency in its own Wells process (discussed in our previous advisory).
Alignment with SEC Reforms
Together, the CFTC’s and SEC’s Wells process reforms reflect a clear policy choice to encourage early engagement on relevant facts and law, including through earlier agency disclosure of enforcement theories and evidence. Both agencies are signaling that Wells responses and presentations will be meaningfully considered by enforcement staff, and that enforcement recommendations must account for respondent advocacy.
Changes for Respondents
Substantively, the amendments change both pre-charge notice procedures and how enforcement and settlement recommendations are presented to the CFTC. Enforcement staff will now provide written notice identifying the specific charges they intend to recommend. At their discretion, staff may refer to specific evidence and allegations supporting their enforcement theories.
Potential respondents will now have at least 30 days—up from 14 days (and historically as few as two)—to submit a written response. Any shorter deadline is permitted only for good cause and with approval from senior enforcement leadership.
Updated Settlement Recommendation Procedures
On the settlement side, any recommendation that the commission accept an offer must be supported by an objective memorandum that complies with professional conduct rules, explains the factual and legal basis for the recommendation, addresses unfavorable facts and precedent, and cites to the investigative record.
Implications for Entities and Individuals
These changes are intended to make resolution of CFTC enforcement investigations more transparent and allow for meaningful engagement that may, in certain cases, help avoid enforcement actions altogether. Respondents will have more time and information to prepare a Wells submission that accurately conveys their view of the evidence and how CFTC statutes and regulations apply to that record. Respondents may also request prompt forwarding of their submissions to the commission, rather than being filtered by enforcement staff.
Looking Ahead
A more transparent, balanced, and structured Wells process may also lead CFTC enforcement staff to be more selective about which matters should proceed through the Wells process, rather than being declined before notice.
If you have any questions, or would like additional information, please contact one of the attorneys on our White Collar, Government & Internal Investigations team.
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