Too Complex to Depict? Innovation, "Pure Information," and the SEC Disclosure Paradigm[dagger]

Since the Depression, the Securities and Exchange Commission's (SEC) totemic philosophy has been to promote a robust informational foundation for private decision makers, thereby furthering efficiency and corporate governance. As a necessary corollary, the SEC's approach has been incremental. The SEC has generally not ventured beyond the realm of information to that of substantive decision making, as to stock prices or otherwise. This disclosure philosophy has always been substantially implemented through what can be conceptualized as an "intermediary depiction" model. This Article's core thesis is that the longstanding intermediary depiction model is increasingly undermined by innovations in financial theory and practice, and that the disclosure paradigm must metamorphosize to comprehend a spectrum of what can be referred to as "pure information" models. Modern financial innovation has resulted in objective realities that are far more complex than in the past, often beyond the capacity of the English language, accounting terminology, visual display, risk measurement, and other tools on which all depictions must primarily rely.