Us Congress 2023-2024 Regular Session

Us Congress House Bill HB2603 Compare Versions

Only one version of the bill is available at this time.

Old	New	Differences
1	1	I
2	2	118THCONGRESS
3	3	1
4	4	STSESSION H. R. 2603
5	5	To require the Securities and Exchange Commission to revise certain thresh-
6	6	olds related to smaller reporting companies, accelerated filers, and large
7	7	accelerated filers, and for other purposes.
8	8	IN THE HOUSE OF REPRESENTATIVES
9	9	APRIL13, 2023
10	10	Mr. L
11	11	UETKEMEYERintroduced the following bill; which was referred to the
12	12	Committee on Financial Services
13	13	A BILL
14	14	To require the Securities and Exchange Commission to revise
15	15	certain thresholds related to smaller reporting companies,
16	16	accelerated filers, and large accelerated filers, and for
17	17	other purposes.
18	18	Be it enacted by the Senate and House of Representa-1
19	19	tives of the United States of America in Congress assembled, 2
20	20	SECTION 1. SMALLER REPORTING COMPANY, ACCELER-3
21	21	ATED FILER, AND LARGE ACCELERATED 4
22	22	FILER THRESHOLDS. 5
23	23	(a) S
24	24	MALLERREPORTINGCOMPANIES.— 6
25	25	(1) I
26	26	N GENERAL.—The Securities and Ex-7
27	27	change Commission shall revise the definition of a 8
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30	30	•HR 2603 IH
31	31	‘‘smaller reporting company’’ under section 1
32	32	229.10(f)(1) of title 17, Code of Federal Regula-2
33	33	tions— 3
34	34	(A) in paragraph (i), by adjusting the pub-4
35	35	lic float threshold from $250,000,000 to 5
36	36	$500,000,000; and 6
37	37	(B) in paragraph (ii)— 7
38	38	(i) by adjusting the annual revenue 8
39	39	threshold from $100,000,000 to 9
40	40	$250,000,000; and 10
41	41	(ii) in paragraph (B), by adjusting the 11
42	42	public float threshold from $700,000,000 12
43	43	to $900,000,000. 13
44	44	(2) U
45	45	SE OF THREE-YEAR ROLLING AVERAGE 14
46	46	REVENUES.—The Securities and Exchange Commis-15
47	47	sion shall revise paragraphs (1)(ii) and (2)(iii)(B) 16
48	48	under the definition of ‘‘smaller reporting company’’ 17
49	49	under section 229.10(f)(1) of title 17, Code of Fed-18
50	50	eral Regulations, by substituting ‘‘three-year rolling 19
51	51	average revenues’’ for ‘‘annual revenues’’. 20
52	52	(3) C
53	53	ONFORMING CHANGES .—The Securities 21
54	54	and Exchange Commission shall revise the definition 22
55	55	of a ‘‘smaller reporting company’’ under sections 23
56	56	230.405 and 240.12b–2 of title 17, Code of Federal 24
57	57	Regulations, and any other rule of the Commission 25
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60	60	•HR 2603 IH
61	61	in the same manner as such definition is revised 1
62	62	under paragraphs (1) and (2). 2
63	63	(b) A
64	64	CCELERATEDFILERS ANDLARGEACCELER-3
65	65	ATEDFILERS.— 4
66	66	(1) L
67	67	ARGE ACCELERATED FILER .—The Securi-5
68	68	ties and Exchange Commission shall revise the defi-6
69	69	nition of a ‘‘large accelerated filer’’ under section 7
70	70	240.12b–2(2) of title 17, Code of Federal Regula-8
71	71	tions, to increase the threshold amount (for the ag-9
72	72	gregate worldwide market value of the voting and 10
73	73	non-voting common equity held by non-affiliates of 11
74	74	an issuer) from $700,000,000 to $750,000,000. 12
75	75	(2) T
76	76	HRESHOLD TO EXIT ACCELERATED FILER 13
77	77	STATUS.—The Securities and Exchange Commission 14
78	78	shall revise section 240.12b–2(3)(ii) of title 17, Code 15
79	79	of Federal Regulations, to increase the threshold 16
80	80	amount (for the aggregate worldwide market value 17
81	81	of the voting and non-voting common equity held by 18
82	82	non-affiliates of an issuer) at which an issuer is no 19
83	83	longer an accelerated filer from $60,000,000 to 20
84	84	$75,000,000. 21
85	85	(3) T
86	86	HRESHOLD TO EXIT LARGE ACCELERATED 22
87	87	FILER STATUS.—The Securities and Exchange Com-23
88	88	mission shall revise section 240.12b–2(3)(iii) of title 24
89	89	17, Code of Federal Regulations, to increase the 25
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92	92	•HR 2603 IH
93	93	threshold amount (for the aggregate worldwide mar-1
94	94	ket value of the voting and non-voting common eq-2
95	95	uity held by non-affiliates of an issuer) at which an 3
96	96	issuer is no longer a large accelerated filer from 4
97	97	$560,000,000 to $750,000,000. 5
98	98	(4) E
99	99	XCLUSION OF SMALLER REPORTING COM -6
100	100	PANIES.—The Securities and Exchange Commission 7
101	101	shall revise the definitions of an ‘‘accelerated filer’’ 8
102	102	and a ‘‘large accelerated filer’’ under paragraphs (1) 9
103	103	and (2) of section 240.12b–2 of title 17, Code of 10
104	104	Federal Regulations, respectively, to exclude any 11
105	105	issuer that is a smaller reporting company, as de-12
106	106	fined under section 229.10(f)(1) of title 17, Code of 13
107	107	Federal Regulations. 14
108	108	Æ
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