Helping Startups Continue to Grow Act
This bill allows certain issuers of securities regulated as emerging growth companies to continue operating under such regulations, including those related to reduced disclosures and other exemptions, for an additional five years.
[Congressional Bills 117th Congress]
[From the U.S. Government Publishing Office]
[H.R. 3448 Introduced in House (IH)]
<DOC>
117th CONGRESS
1st Session
H. R. 3448
To provide for a 5-year extension of certain exemptions and reduced
disclosure requirements for companies that were emerging growth
companies and would continue to be emerging growth companies but for
the 5-year restriction on emerging growth companies, and for other
purposes.
_______________________________________________________________________
IN THE HOUSE OF REPRESENTATIVES
May 20, 2021
Mr. Steil (for himself, Mr. Hollingsworth, and Mr. Hill) introduced the
following bill; which was referred to the Committee on Financial
Services
_______________________________________________________________________
A BILL
To provide for a 5-year extension of certain exemptions and reduced
disclosure requirements for companies that were emerging growth
companies and would continue to be emerging growth companies but for
the 5-year restriction on emerging growth companies, and for other
purposes.
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 ``Helping Startups Continue To Grow
Act''.
SEC. 2. ON-RAMP EXTENSION.
(a) Definition of a Recent Emerging Growth Company.--
(1) Securities act of 1933.--Section 2(a) of the Securities
Act of 1933 (15 U.S.C. 77b(a)) is amended by adding at the end
the following:
``(20) Recent emerging growth company.--The term `recent
emerging growth company' means an issuer that--
``(A) was, but is no longer, an emerging growth
company;
``(B) would continue to be an emerging growth
company but for the application of subparagraph (B) of
paragraph (19); and
``(C) ceased to be an emerging growth company
within the previous 5-year period.''.
(2) Securities exchange act of 1934.--Section 3(a) of the
Securities Exchange Act of 1934 (15 U.S.C. 78c(a)) is amended--
(A) by redesignating the second paragraph (80) as
paragraph (81); and
(B) by adding at the end the following:
``(82) Recent emerging growth company.--The term `recent
emerging growth company' means an issuer that--
``(A) was, but is no longer, an emerging growth
company;
``(B) would continue to be an emerging growth
company but for the application of subparagraph (B) of
paragraph (80); and
``(C) ceased to be an emerging growth company
within the previous 5-year period.''.
(b) Streamlined Financial Disclosures.--
(1) Securities act of 1933.--Section 7(a)(2) of the
Securities Act of 1933 (15 U.S.C. 77g(a)(2)) is amended--
(A) by inserting after ``An emerging growth
company'' the following: ``and a recent emerging growth
company''; and
(B) in subparagraph (A)--
(i) by striking ``such emerging growth
company'' and inserting ``such company''; and
(ii) by striking ``an emerging growth
company'' and inserting ``such company''.
(2) Securities exchange act of 1934.--Section 13(a) of the
Securities Exchange Act of 1934 (15 U.S.C. 78m(a)) is amended
by adding at the end the following: ``The previous sentence
shall apply, to the same extent as such sentence applies to an
emerging growth company, to a recent emerging growth
company.''.
(3) Other disclosures.--A recent emerging growth company
(as defined under section 2 of the Securities Act of 1933) may
comply with section 229.303(a) of title 17, Code of Federal
Regulations, or any successor thereto, by providing information
required by such section with respect to the financial
statements of the company for each period presented pursuant to
section 7(a) of the Securities Act of 1933 (15 U.S.C. 77g(a)).
Such a company may comply with section 229.402 of title 17,
Code of Federal Regulations, or any successor thereto, by
disclosing the same information as any issuer with a market
value of outstanding voting and nonvoting common equity held by
non-affiliates of less than $75,000,000.
(c) Draft Registration Statements.--Section 6(e)(1) of the
Securities Act of 1933 (15 U.S.C. 77f(e)(1)) is amended--
(1) by striking ``emerging growth company'' each place such
term appears and inserting ``emerging growth company or recent
emerging growth company''; and
(2) by striking ``emerging market growth company'' and
inserting ``emerging growth company or recent emerging growth
company''.
(d) Executive Compensation Disclosures.--
(1) Certain shareholder disclosures.--Section 14A(e)(2) of
the Securities Exchange Act of 1934 (15 U.S.C. 78n-1(e)) is
amended--
(A) in subparagraph (A), by striking ``An emerging
growth company'' and inserting the following ``Any
emerging growth company or recent emerging growth
company''; and
(B) in subparagraph (B)--
(i) in the heading, by striking
``termination of emerging growth company
treatment'' and inserting ``exemption'';
(ii) by striking ``an emerging growth
company but is no longer an emerging growth
company'' and inserting ``exempt under
subparagraph (A) but is no longer exempt''; and
(iii) in clause (ii), by inserting before
the period the following: ``or a recent
emerging growth company''.
(2) Pay ratio disclosures.--Section 953(b)(1) of the
Investor Protection and Securities Reform Act of 2010 (15
U.S.C. 78l note) is amended, by striking ``, as that term is
defined in'' and inserting ``or a recent emerging growth
company, as such terms are defined, respectively, under''.
(3) Pay vs. performance disclosures.--Section 14(i) of the
Securities Exchange Act of 1934 (15 U.S.C. 78n(i)) is amended
by inserting after ``emerging growth company'' the following:
``or a recent emerging growth company''.
(4) Simplified executive compensation disclosures.--The
Securities and Exchange Commission shall amend section
229.402(l) of title 17, Code of Federal Regulations, to permit
a recent emerging growth company (as defined under section 2 of
the Securities Act of 1933) to make use of the same scaled
disclosures for executive compensation that are available
pursuant to such section for smaller reporting companies and
emerging growth companies.
<all>
Introduced in House
Introduced in House
Referred to the House Committee on Financial Services.
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