Startup Expansion and Investment Act

Startup Expansion and Investment Act - Amends the Sarbanes-Oxley Act of 2002 to revise an exception to rules prescribed by the Securities and Exchange Commission (SEC) that require the annual reports of certain publicly traded securities issuers to contain: (1) an assessment of the issuer's internal control structure and procedures for financial reporting, and (2) an attestation to such assessment by each registered public accounting firm that prepares or issues an audit report for the issuer.

Permits an issuer to elect not to provide such an assessment and attestation if the issuer: (1) has a total market capitalization for the relevant reporting period of less than $1 billion; and (2) is not subject to the annual reporting requirement under the Securities Exchange Act of 1934, or has been subject to such requirement for a period fewer than 10 years. (Current law exempts issuers with an aggregate worldwide market value of the voting and non-voting common equity held by its non-affiliates of below $75 million, as of the last business day of the issuer's most recently completed second fiscal quarter.)

Requires an issuer electing not to provide such assessment and attestation to disclose that decision in its next annual report.

[Congressional Bills 112th Congress]
[From the U.S. Government Publishing Office]
[H.R. 2941 Introduced in House (IH)]

112th CONGRESS
  1st Session
                                H. R. 2941

 To make the internal control reporting and assessment requirements of 
 the Sarbanes-Oxley Act of 2002 optional for certain smaller companies.


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                    IN THE HOUSE OF REPRESENTATIVES

                           September 15, 2011

    Mr. Quayle (for himself, Mr. Paul, Mr. McHenry, Mr. Yoder, Mr. 
 Hultgren, Mr. Smith of Texas, and Mr. Dold) introduced the following 
    bill; which was referred to the Committee on Financial Services

_______________________________________________________________________

                                 A BILL


 
 To make the internal control reporting and assessment requirements of 
 the Sarbanes-Oxley Act of 2002 optional for certain smaller companies.

    Be it enacted by the Senate and House of Representatives of the 
United States of America in Congress assembled,

SECTION 1. SHORT TITLE.

    This Act may be cited as the ``Startup Expansion and Investment 
Act''.

SEC. 2. EXEMPTION FROM THE INTERNAL CONTROL REPORTING AND ASSESSMENT 
              REQUIREMENTS.

    Section 404 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7262) is 
amended by striking subsection (c) and inserting the following:
    ``(c) Exemption.--The Commission's rules under subsection (a) shall 
permit an issuer to elect not to provide the assessment described in 
subsection (a)(2) and the attestation thereof described in subsection 
(b) if the issuer--
            ``(1) has a total market capitalization for the relevant 
        reporting period of less than $1,000,000,000; and
            ``(2) is not subject to the annual reporting requirement 
        under section 13(a) or 15(d) of the Securities Exchange Act of 
        1934, or has been subject to such requirement for a period of 
        fewer than 10 years.
    ``(d) Disclosure.--An issuer that, pursuant to subsection (c), 
elects not to provide the assessment described in subsection (a)(2) and 
the attestation described in subsection (b), shall disclose that 
decision in the next report required under section 13(a) or 15(d) of 
the Securities Exchange Act of 1934.''.
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