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[Congressional Bills 115th Congress]
[From the U.S. Government Publishing Office]
[H.R. 2201 Reported in House (RH)]

<DOC>

                                                 Union Calendar No. 280
115th CONGRESS
  1st Session
                                H. R. 2201

                          [Report No. 115-383]

 To amend the Securities Act of 1933 to exempt certain micro-offerings 
from the registration requirements of such Act, and for other purposes.

_______________________________________________________________________

                    IN THE HOUSE OF REPRESENTATIVES

                             April 27, 2017

  Mr. Emmer introduced the following bill; which was referred to the 
                    Committee on Financial Services

                            November 1, 2017

     Additional sponsors: Mr. Stivers, Mr. Messer, Mr. Tipton, Mr. 
                      Pittenger, and Mr. MacArthur

                            November 1, 2017

Committed to the Committee of the Whole House on the State of the Union 
                       and ordered to be printed

_______________________________________________________________________

                                 A BILL

 
 To amend the Securities Act of 1933 to exempt certain micro-offerings 
from the registration requirements of such Act, and for other purposes.

 

    Be it enacted by the Senate and House of Representatives of the 
United States of America in Congress assembled,

SECTION 1. SHORT TITLE.

    This Act may be cited as the ``Micro Offering Safe Harbor Act''.

SEC. 2. EXEMPTIONS FOR MICRO-OFFERINGS.

    (a) In General.--Section 4 of the Securities Act of 1933 (15 U.S.C. 
77d) is amended--
            (1) in subsection (a), by adding at the end the following:
            ``(8) transactions meeting the requirements of subsection 
        (f).''; and
            (2) by adding at the end the following:
    ``(f) Certain Micro-Offerings.--The transactions referred to in 
subsection (a)(8) are transactions involving the sale of securities by 
an issuer (including all entities controlled by or under common control 
with the issuer) that meet all of the following requirements:
            ``(1) Pre-existing relationship.--Each purchaser has a 
        substantive pre-existing relationship with an officer of the 
        issuer, a director of the issuer, or a shareholder holding 10 
        percent or more of the shares of the issuer.
            ``(2) 35 or fewer purchasers.--There are no more than, or 
        the issuer reasonably believes that there are no more than, 35 
        purchasers of securities from the issuer that are sold in 
        reliance on the exemption provided under subsection (a)(8) 
        during the 12-month period preceding such transaction.
            ``(3) Small offering amount.--The aggregate amount of all 
        securities sold by the issuer, including any amount sold in 
        reliance on the exemption provided under subsection (a)(8), 
        during the 12-month period preceding such transaction, does not 
        exceed $500,000.''.
    (b) Exemption Under State Regulations.--Section 18(b)(4) of the 
Securities Act of 1933 (15 U.S.C. 77r(b)(4)) is amended--
            (1) in subparagraph (F), by striking ``or'' at the end;
            (2) in subparagraph (G), by striking the period and 
        inserting ``; or''; and
            (3) by adding at the end the following:
                    ``(H) section 4(a)(8).''.
                                                 Union Calendar No. 280

115th CONGRESS

  1st Session

                               H. R. 2201

                          [Report No. 115-383]

_______________________________________________________________________

                                 A BILL

 To amend the Securities Act of 1933 to exempt certain micro-offerings 
from the registration requirements of such Act, and for other purposes.

_______________________________________________________________________

                            November 1, 2017

Committed to the Committee of the Whole House on the State of the Union 
                       and ordered to be printed
```