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H. Rept. 115-888 1 (2018-08-03)

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                   115TH CONGRESS                                      REPORT
                      2d Session    HOUSE OF REPRESENTATIVES          115-888





                      PUBLIC COMPANY REGISTRATION THRESHOLD ACT


                    AUGUST 3, 2018.-Committed to the Committee of the Whole House on the State
                                    of the Union and ordered to be printed


                      Mr. HENSARLING, from the Committee on Financial Services,
                                       submitted the following

                                          REPORT

                                            together with

                                         MINORITY VIEWS

                                         [To accompany H.R. 5051]

                            [Including cost estimate of the Congressional Budget Office]
                     The Committee on Financial Services, to whom was referred the
                   bill (H.R. 5051) to amend the Securities Exchange Act of 1934 to
                   revise the shareholder threshold for registration under such Act,
                   and for other purposes, having considered the same, report favor-
                   ably thereon without amendment and recommend that the bill do
                   pass.
                                       PURPOSE AND SUMMARY
                     On February 18, 2018, Representative Sean Duffy introduced
                   H.R. 5051, the Public Company Registration Threshold Act. H.R.
                   5051 amends section 12(g) of the Securities Exchange Act of 1934
                   (Exchange Act) to raise the threshold for companies to register as
                   a public reporting company with the U.S. Securities and Exchange
                   Commission (SEC) from 500 to 2,000 non-accredited investors and
                   indexes the current $10 million threshold for inflation. Addition-
                   ally, the bill raises the threshold under section 12(g) for issuers to
                   terminate a class of securities from 300 to 1,200 investors. Lastly,
                   the bill amends section 15(d) of the Exchange Act to raise the ex-
                   emption for filing supplemental and periodic information with the
                   SEC from 300 to 1,200 investors.


79-006

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