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GAO-08-376R 1 (2007-12-28)

handle is hein.gao/gaobadwsr0001 and id is 1 raw text is: im T I IAccountability * Integrity * Reliability United States Government Accountability Office Washington, DC 20548 B-310916 December 28, 2007 The Honorable Christopher J. Dodd Chairman The Honorable Richard C. Shelby Ranking Minority Member Committee on Banking, Housing, and Urban Affairs United States Senate The Honorable Barney Frank Chairman The Honorable Spencer Bachus Ranking Minority Member Committee on Financial Services House of Representatives Subject: Securities and Exchange Commission: Revisions to Rules 144 and 145 Pursuant to section 801(a)(2)(A) of title 5, United States Code, this is our report on a major rule promulgated by the Securities and Exchange Commission (SEC), entitled Revisions to Rules 144 and 145 (RIN: 3235-AH13). We received the rule on December 6, 2007. It was published in the Federal Register as a final rule on December 17, 2007. 72 Fed. Reg. 71,546. The final rule makes amendments to Securities Act Rule 144 by simplifying the rule text, shortening the required initial holding period for restricted securities of Exchange Act reporting companies from 1 year to 6 months, relaxing requirements for affiliate sales of equity and debt securities, and codifying several staff interpretations relating to Rule 144. The final rule also simplifies Rule 144 compliance for non-affiliates by allowing non-affiliates of reporting companies to resell restricted securities without restriction other than the public information requirement of 144(c), after satisfying the six-month holding period, and by allowing non-affiliates of non-reporting companies to resell restricted securities without restriction after satisfying the one-year holding period. In addition, the final rule makes amendments to Securities Act Rule 145 to eliminate the presumptive underwriter provision except when the transaction involves a shell company and to revise the resale provisions in 145(d). GAO-08-376R

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