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OGC-97-27 1 (1997-03-11)

handle is hein.gao/gaobablqd0001 and id is 1 raw text is: G AO United States General Accounting Office Washington, D.C. 20548 Office of the General Counsel B-276290 March 11, 1997 The Honorable Alfonse M. D'Amato Chairman The Honorable Paul S. Sarbanes Ranking Minority Member Committee on Banking, Housing, and Urban Affairs United States Senate The Honorable Thomas J. Bliley, Jr. Chairman The Honorable John D. Dingell Ranking Minority Member Committee on Commerce House of Representatives Subject: Securities and Exchange Commission: Revision of Holding Period Requirements in 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 (Commission), entitled Revision of Holding Period Requirements in Rules 144 and 145 (RIN: 3235-AG53). We received the rule on February 21, 1997. It was published in the Federal Register as a final rule on February 28, 1997. 62 Fed. Reg. 9242. The final rule amends the holding period requirements contained in Rule 144 to permit the resale of limited amounts of restricted securities by any person after a 1-year, rather than a 2-year, holding period. Also, the amendments permit unlimited resales of restricted securities held by non-affiliates of the issuer after a holding period of 2 years, rather than 3 years. The Commission believes that these changes should reduce the cost of capital, particularly for small business issuers. Parallel changes to the holding period provisions of Rule 145, which governs the resale of securities received in connection with reclassifications, mergers, consolidations and asset transfers, are also being made. GAO/OGC-97-27

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