H.R. 4568 — Introduced in House

I 113th CONGRESS 2d Session H. R. 4568 IN THE HOUSE OF REPRESENTATIVES May 6, 2014 Mrs. Wagner introduced the following bill; which was referred to the Committee on Financial Services A BILL To enhance the ability of smaller reporting companies to access the public securities markets by allowing forward incorporation by reference on Form S–1, to add listing and registration of a class of common equity securities on a national securities exchange as an additional basis for satisfying the requirements of General Instruction I.B.1. of Form S–3, and to remove such listing and registration as a requirement of General Instruction I.B.6. of such form. 1. Short title This Act may be cited as the Small Business Freedom to Grow Act of 2014. 2. Forward incorporation by reference for Form S–1 Not later than 45 days after the date of the enactment of this Act, the Securities and Exchange Commission shall revise Form S–1 so as to permit a smaller reporting company to incorporate by reference in a registration statement filed on such form any documents that such company files with the Commission after the effective date of such registration statement. 3. Expanded eligibility for use of Form S–3 Not later than 45 days after the date of the enactment of this Act, the Securities and Exchange Commission shall revise Form S–3— (1) so as to permit securities to be registered pursuant to General Instruction I.B.1. of such form provided that either— (A) the aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant is $75,000,000 or more; or (B) the registrant has at least one class of common equity securities listed and registered on a national securities exchange; and (2) so as to remove the requirement of paragraph (c) from General Instruction I.B.6. of such form. 4. Smaller reporting company defined In this Act, the term smaller reporting company has the meaning given such term in section 230.405 of title 17, Code of Federal Regulations.