,,ii #aadth ,,congress #b;d ,session ,s4 #bhfg ,,in ,,the ,,senate ,,of ,,the ,,united ,,states ,april #bg1 #bjaf,ms4 ,heitkamp 7for herself1 ,mr4 ,heller1 and ,mr4 ,peters7 introduced the following bill2 which was read twice and referred to the ,committee on ,banking1 ,housing1 and ,urban ,affairs ,a ,,bill ,to amend the ,securities ,exchange ,act of #aicd to establish an ,office of the ,advocate for ,small ,business ,capital ,formation and a ,small ,business ,capital ,formation ,advisory ,committee1 and for other purposes4 #a4 ,short title ,this ,act may be cited as the ,,sec ,small ,business ,advocate ,act of #bjaf4 #b4 ,establishment of the ,office of the ,advocate for ,small ,business ,capital ,formation and the ,small ,business ,capital ,formation ,advisory ,committee 7a7 ,office of the advocate for small business capital formation ,section #d of the ,securities ,exchange ,act of #aicd 7#ae ,u4,s4,c4 #gh;d7 is amended by adding at the end the following3 7j7 ,office of the advocate for small business capital formation 7#a7 ,office established ,there is established within the ,commission the ,office of the ,advocate for ,small ,business ,capital ,formation 7in this subsection referred to as the ,office74 7#b7 ,advocate for small business capital formation 7,a7 ,in general ,the head of the ,office shall be the ,advocate for ,small ,business ,capital ,formation1 who shall-- 7i7 report directly to the ,commission2 and 7ii7 be appointed by the ,commission1 from among individuals having experience in-- 7,i7 advocating for the interests of small businesses2 and 7,,ii7 encouraging small business capital formation4 7,b7 ,compensation ,the annual rate of pay for the ,advocate for ,small ,business ,capital ,formation shall be equal to the highest rate of annual pay for other senior executives who report directly to the ,commission4 7,c7 ,no current employee of the commission ,an individual may not be appointed as the ,advocate for ,small ,business ,capital ,formation if the individual is employed by the ,commission at the time of the appointment4 7#c7 ,staff of office ,the ,advocate for ,small ,business ,capital ,formation1 after consultation with the ,commission1 may retain or employ independent counsel1 research staff1 and service staff1 as the ,advocate for ,small ,business ,capital ,formation determines to be necessary to carry out the functions of the ,office4 7#d7 ,functions of the advocate for small business capital formation ,the ,advocate for ,small ,business ,capital ,formation shall-- 7,a7 assist small businesses and small business investors in resolving significant problems that the businesses and investors may have with the ,commission or with self-regulatory organizations2 7,b7 identify areas in which small businesses and small business investors would benefit from changes in the regulations of the ,commission or the rules of self-regulatory organizations2 7,c7 identify problems that small businesses have with securing access to capital1 including any unique challenges faced by minority-owned and women-owned small businesses2 7,d7 analyze the potential impacts on small businesses and small business investors of-- 7i7 proposed regulations of the ,commission that are likely to have a significant economic impact on small businesses and small business capital formation2 and 7ii7 proposed rules that are likely to have a significant economic impact on small businesses and small business capital formation of self-regulatory organizations registered under this title2 7,e7 conduct outreach to small businesses and small business investors1 including through regional roundtables1 in order to solicit views on relevant capital formation issues2 7,f7 to the extent practicable1 propose to the ,commission changes in the regulations or orders of the ,commission and to ,congress any legislative1 administrative1 or personnel changes that may be appropriate to-- 7i7 mitigate problems identified under this paragraph2 and 7ii7 promote the interests of small businesses and small business investors2 7,g7 consult with the ,investor ,advocate on proposed recommendations made under subparagraph 7,f72 and 7,h7 advise the ,investor ,advocate on issues related to small businesses and small business investors4 7#e7 ,access to documents ,the ,commission shall ensure that the ,advocate for ,small ,business ,capital ,formation has full access to the documents and information of the ,commission and any self-regulatory organization1 as necessary to carry out the functions of the ,office4 7#f7 ,annual report on activities 7,a7 ,in general ,not later than ,december #ca of each year beginning in #bjaf1 the ,advocate for ,small ,business ,capital ,formation shall submit to the ,committee on ,banking1 ,housing1 and ,urban ,affairs of the ,senate and the ,committee on ,financial ,services of the ,house of ,representatives a report on the activities of the ,advocate for ,small ,business ,capital ,formation during the immediately preceding fiscal year4 7,b7 ,contents ,each report required under subparagraph 7,a7 shall include-- 7i7 appropriate statistical information and full and substantive analysis2 7ii7 information on steps that the ,advocate for ,small ,business ,capital ,formation has taken during the reporting period to improve-- 7,i7 small business services2 and 7,,ii7 the responsiveness of the ,commission and self-regulatory organizations with respect to small businesses and small business investor concerns2 7iii7 a summary of the most serious issues encountered by small businesses and small business investors1 including any unique issues encountered by minority-owned and women-owned small businesses and investors in those small businesses1 during the reporting period2 7iv7 an inventory of the items summarized under clause 7iii71 including-- 7,i7 items summarized under that clause for any prior reporting period-- 7aa7 on which no action has been taken2 or 7bb7 that have not been resolved to the satisfaction of the ,advocate for ,small ,business ,capital ,formation as of the beginning of the reporting period covered by the report2 7,,ii7 identification of any action taken by the ,commission or the self-regulatory organization and the result of the action2 7,,iii7 the length of time that each item has remained on the inventory2 and 7,,iv7 for items on which no action has been taken-- 7aa7 the reasons for the inaction2 and 7bb7 an identification of any official who is responsible for taking action2 7v7 recommendations for legislative actions and changes to the regulations1 guidance1 and orders of the ,commission that may be appropriate to-- 7,i7 resolve problems with the ,commission and self-regulatory organizations encountered by small businesses and small business investors2 and 7,,ii7 encourage small business capital formation2 and 7vi7 any other information1 as determined appropriate by the ,advocate for ,small ,business ,capital ,formation4 7,c7 ,confidentiality ,no report required under subparagraph 7,a7 may contain confidential information4 7,d7 ,independence ,each report required under subparagraph 7,a7 shall be provided directly to the committees of ,congress listed in that subparagraph without any prior review or comment from the ,commission1 any commissioner1 any other officer or employee of the ,commission1 or the ,office of ,management and ,budget4 7#g7 ,regulations ,the ,commission shall establish procedures requiring a formal response to all recommendations submitted to the ,commission by the ,advocate for ,small ,business ,capital ,formation1 not later than #c months after the date of the submission4 7#h7 ,government-business forum on small business capital formation ,the ,advocate for ,small ,business ,capital ,formation shall be responsible for planning1 organizing1 and executing the annual ,government-,business ,forum on ,small ,business ,capital ,formation described in section #ejc of the ,small ,business ,investment ,incentive ,act of #aihj 7#ae ,u4,s4,c4 #hj;c-#a74 7#i7 ,rule of construction ,nothing in this subsection may be construed as replacing or reducing the responsibilities of the ,investor ,advocate with respect to small business investors4 4 7b7 ,small business capital formation advisory committee ,title ,i of the ,securities ,exchange ,act of #aicd 7#ae ,u4,s4,c4 #gh;a et seq47 is amended by adding at the end the following3 #dj4 ,small ,business ,capital ,formation ,advisory ,committee 7a7 ,definitions ,in this section-- 7#a7 the term ,committee means the ,small ,business ,capital ,formation ,advisory ,committee established under subsection 7b72 7#b7 the term emerging companies means emerging1 privately held small businesses2 7#c7 the term ,,ipo means initial public offering2 and 7#d7 the term smaller public companies means publicly traded companies with less than #bej1jjj1jjj in public market capitalization4 7b7 ,establishment and purpose 7#a7 ,establishment ,there is established within the ,commission the ,small ,business ,capital ,formation ,advisory ,committee4 7#b7 ,functions 7,a7 ,in general ,the ,committee shall provide the ,commission with advice on the rules1 regulations1 and policies of the ,commission with regard to the mission of the ,commission of protecting investors1 maintaining fair1 orderly1 and efficient markets1 and facilitating capital formation1 as those rules1 regulations1 and policies relate to-- 7i7 capital raising-- 7,i7 by-- 7aa7 emerging companies2 and 7bb7 smaller public companies2 and 7,,ii7 through securities offerings1 including-- 7aa7 private and limited offerings2 and 7bb7 initial and other public offerings2 7ii7 trading in the securities of emerging companies and smaller public companies2 and 7iii7 public reporting and corporate governance requirements of emerging companies and smaller public companies4 7,b7 ,limitation ,the ,committee shall not provide any advice with respect to any policies1 practices1 actions1 or decisions concerning the enforcement program of the ,commission4 7c7 ,membership 7#a7 ,in general ,the members of the ,committee shall be-- 7,a7 the ,advocate for ,small ,business ,capital ,formation2 7,b7 not fewer than #aj1 and not more than #bj1 members appointed by the ,commission1 from among individuals who-- 7i7 represent emerging companies engaging in private and limited securities offerings or considering an ,,ipo1 including the officers and directors of the emerging companies2 7ii7 represent the professional advisors of emerging companies1 including-- 7,i7 attorneys2 7,,ii7 accountants2 7,,iii7 investment bankers2 and 7,,iv7 financial advisors2 7iii7 represent the investors in emerging companies1 including-- 7,i7 angel investors2 7,,ii7 venture capital funds2 and 7,,iii7 family offices2 7iv7 are officers or directors of minority-owned small businesses and women-owned small businesses2 7v7 represent smaller public companies1 including the officers and directors of the companies2 7vi7 represent the professional advisors of smaller public companies1 including-- 7,i7 attorneys2 7,,ii7 auditors2 7,,iii7 underwriters2 and 7,,iv7 financial advisors2 7vii7 represent the pre-,,ipo and post-,,ipo investors in smaller public companies1 which include investors that are-- 7,i7 institutional1 such as venture capital funds2 and 7,,ii7 individual1 such as angel investors2 and 7viii7 represent participants in the marketplace for the securities of emerging companies and smaller public companies1 including-- 7,i7 securities exchanges2 7,,ii7 alternative trading systems2 7,,iii7 analysts2 7,,iv7 information processors2 and 7,v7 transfer agents2 and 7,c7 #c non-voting members-- 7i7 #a of whom shall be appointed by the ,investor ,advocate2 7ii7 #a of whom shall be appointed by the ,north ,american ,securities ,administrators ,association2 and 7iii7 #a of whom shall be appointed by the ,administrator of the ,small ,business ,administration4 7#b7 ,term ,each member of the ,committee appointed under subparagraph 7,b71 7,c77ii71 or 7,c77iii7 of paragraph 7#a7 shall serve for a term of #d years4 7#c7 ,members not commission employees ,members appointed under subparagraph 7,b71 7,c77ii71 or 7,c77iii7 of paragraph 7#a7 shall not be treated as employees or agents of the ,commission solely because of membership on the ,committee4 7d7 ,chairman2 vice chairman2 secretary2 assistant secretary 7#a7 ,in general ,the members of the ,committee shall elect1 from among the members of the ,committee-- 7,a7 a chairman2 7,b7 a vice chairman2 7,c7 a secretary2 and 7,d7 an assistant secretary4 7#b7 ,term ,each member elected under paragraph 7#a7 shall serve for a term of #c years in the capacity for which the member was elected under paragraph 7#a74 7e7 ,meetings 7#a7 ,frequency of meetings ,the ,committee shall meet-- 7,a7 not less frequently than #d times annually1 at the call of the chairman of the ,committee2 and 7,b7 from time to time1 at the call of the ,commission4 7#b7 ,notice ,the chairman of the ,committee shall give the members of the ,committee written notice of each meeting1 not later than #b weeks before the date of the meeting4 7f7 ,compensation and travel expenses ,each member of the ,committee who is not a full-time employee of the ,united ,states shall-- 7#a7 be entitled to receive compensation at a rate not to exceed the daily equivalent of the annual rate of basic pay in effect for a position at level ,v of the ,executive ,schedule under section #ecaf of title #e1 ,united ,states ,code1 for each day during which the member is engaged in the actual performance of the duties of the ,committee2 and 7#b7 while away from the home or regular place of business of the member in the performance of services for the ,committee1 be allowed travel expenses1 including per diem in lieu of subsistence1 in the same manner as persons employed intermittently in the ,government service are allowed expenses under section #egjc of title #e1 ,united ,states ,code4 7g7 ,staff ,the ,commission shall make available to the ,committee such staff as the chairman of the ,committee determines is necessary to carry out this section4 7h7 ,review by commission ,the ,commission shall-- 7#a7 review the findings and recommendations of the ,committee2 and 7#b7 each time the ,committee submits a finding or recommendation to the ,commission1 promptly issue a public statement-- 7,a7 assessing the finding or recommendation of the ,committee2 and 7,b7 disclosing the action1 if any1 the ,commission intends to take with respect to the finding or recommendation4 7i7 ,federal advisory committee act ,the ,federal ,advisory ,committee ,act 7#e ,u4,s4,c4 ,app47 shall not apply with respect to the ,committee and the activities of the ,committee4 4 7c7 ,annual ,government-,business forum on small business capital formation ,section #ejc7;a7 of the ,small ,business ,investment ,incentive ,act of #aihj 7#ae ,u4,s4,c4 #hj;c-#a7;a77 is amended by inserting 1 acting through the ,office of the ,advocate for ,small ,business ,capital ,formation and in consultation with the ,small ,business ,capital ,formation ,advisory ,committee1 after ,securities and ,exchange ,commission4