IIB 
113TH CONGRESS 
2D SESSION 
H. R. 5405 
IN THE SENATE OF THE UNITED STATES 
SEPTEMBER 17 (legislative day, SEPTEMBER 16), 2014 
Received; read twice and referred to the Committee on Banking, Housing, and 
Urban Affairs 
AN ACT 
To make technical corrections to the Dodd-Frank Wall Street 
Reform and Consumer Protection Act, to enhance the 
ability of small and emerging growth companies to access 
capital through public and private markets, to reduce 
regulatory burdens, and for other purposes. 
Be it enacted by the Senate and House of Representa-
tives of the United States of America in Congress assembled, 
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SECTION 1. SHORT TITLE. 
This Act may be cited as the ‘‘Promoting Job Cre-
ation and Reducing Small Business Burdens Act’’. 
SEC. 2. TABLE OF CONTENTS. 
The table of contents for this Act is as follows: 
Sec. 1. Short title. 
Sec. 2. Table of contents. 
TITLE I—BUSINESS RISK MITIGATION AND PRICE STABILIZATION 
ACT 
Sec. 101. Margin requirements. 
Sec. 102. Implementation. 
TITLE II—TREATMENT OF AFFILIATE TRANSACTIONS 
Sec. 201. Treatment of affiliate transactions. 
TITLE III—HOLDING COMPANY REGISTRATION THRESHOLD 
EQUALIZATION ACT 
Sec. 301. Registration threshold for savings and loan holding companies. 
TITLE IV—SMALL BUSINESS MERGERS, ACQUISITIONS, SALES, 
AND BROKERAGE SIMPLIFICATION ACT 
Sec. 401. Registration exemption for merger and acquisition brokers. 
Sec. 402. Effective date. 
TITLE V—SMALL CAP LIQUIDITY REFORM ACT 
Sec. 501. Liquidity pilot program for securities of certain emerging growth 
companies. 
TITLE VI—IMPROVING ACCESS TO CAPITAL FOR EMERGING 
GROWTH COMPANIES ACT 
Sec. 601. Filing requirement for public filing prior to public offering. 
Sec. 602. Grace period for change of status of emerging growth companies. 
Sec. 603. Simplified disclosure requirements for emerging growth companies. 
TITLE VII—SMALL COMPANY DISCLOSURE SIMPLIFICATION ACT 
Sec. 701. Exemption from XBRL requirements for emerging growth companies 
and other smaller companies. 
Sec. 702. Analysis by the SEC. 
Sec. 703. Report to Congress. 
Sec. 704. Definitions. 
TITLE VIII—RESTORING PROVEN FINANCING FOR AMERICAN 
EMPLOYERS ACT 
Sec. 801. Rules of construction relating to collateralized loan obligations. 
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TITLE IX—SBIC ADVISERS RELIEF ACT 
Sec. 901. Advisers of SBICs and venture capital funds. 
Sec. 902. Advisers of SBICs and private funds. 
Sec. 903. Relationship to State law. 
TITLE X—DISCLOSURE MODERNIZATION AND SIMPLIFICATION 
ACT 
Sec. 1001. Summary page for form 10–K. 
Sec. 1002. Improvement of regulation S–K. 
Sec. 1003. Study on modernization and simplification of regulation S–K. 
TITLE XI—ENCOURAGING EMPLOYEE OWNERSHIP ACT 
Sec. 1101. Increased threshold for disclosures relating to compensatory benefit 
plans. 
TITLE I—BUSINESS RISK MITI-
GATION 
AND 
PRICE 
STA-
BILIZATION ACT 
SEC. 101. MARGIN REQUIREMENTS. 
(a) COMMODITY EXCHANGE ACT AMENDMENT.— 
Section 4s(e) of the Commodity Exchange Act (7 U.S.C. 
6s(e)), as added by section 731 of the Dodd-Frank Wall 
Street Reform and Consumer Protection Act, is amended 
by adding at the end the following new paragraph: 
‘‘(4) 
APPLICABILITY
WITH
RESPECT
TO 
COUNTERPARTIES.—The requirements of paragraphs 
(2)(A)(ii) and (2)(B)(ii), including the initial and 
variation margin requirements imposed by rules 
adopted pursuant to paragraphs (2)(A)(ii) and 
(2)(B)(ii), shall not apply to a swap in which a 
counterparty qualifies for an exception under section 
2(h)(7)(A), or an exemption issued under section 
4(c)(1) from the requirements of section 2(h)(1)(A) 
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for cooperative entities as defined in such exemption, 
or satisfies the criteria in section 2(h)(7)(D).’’. 
(b) SECURITIES EXCHANGE ACT AMENDMENT.— 
Section 15F(e) of the Securities Exchange Act of 1934 
(15 U.S.C. 78o–10(e)), as added by section 764(a) of the 
Dodd-Frank Wall Street Reform and Consumer Protec-
tion Act, is amended by adding at the end the following 
new paragraph: 
‘‘(4) 
APPLICABILITY
WITH
RESPECT
TO 
COUNTERPARTIES.—The requirements of paragraphs 
(2)(A)(ii) and (2)(B)(ii) shall not apply to a secu-
rity-based swap in which a counterparty qualifies for 
an exception under section 3C(g)(1) or satisfies the 
criteria in section 3C(g)(4).’’. 
SEC. 102. IMPLEMENTATION. 
The amendments made by this title to the Commodity 
Exchange Act shall be implemented— 
(1) without regard to— 
(A) chapter 35 of title 44, United States 
Code; and 
(B) the notice and comment provisions of 
section 553 of title 5, United States Code; 
(2) through the promulgation of an interim 
final rule, pursuant to which public comment will be 
sought before a final rule is issued; and 
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(3) such that paragraph (1) shall apply solely 
to changes to rules and regulations, or proposed 
rules and regulations, that are limited to and di-
rectly a consequence of such amendments. 
TITLE II—TREATMENT OF 
AFFILIATE TRANSACTIONS 
SEC. 201. TREATMENT OF AFFILIATE TRANSACTIONS. 
(a) IN GENERAL.— 
(1) 
COMMODITY
EXCHANGE
ACT
AMEND-
MENT.—Section 2(h)(7)(D)(i) of the Commodity Ex-
change Act (7 U.S.C. 2(h)(7)(D)(i)) is amended to 
read as follows: 
‘‘(i) IN GENERAL.—An affiliate of a 
person that qualifies for an exception 
under subparagraph (A) (including affiliate 
entities predominantly engaged in pro-
viding financing for the purchase of the 
merchandise or manufactured goods of the 
person) may qualify for the exception only 
if the affiliate enters into the swap to 
hedge or mitigate the commercial risk of 
the person or other affiliate of the person 
that is not a financial entity, provided that 
if the transfer of commercial risk is ad-
dressed by entering into a swap with a 
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swap dealer or major swap participant, an 
appropriate credit support measure or 
other mechanism is utilized.’’. 
(2) SECURITIES
EXCHANGE
ACT
OF
1934 
AMENDMENT.—Section 3C(g)(4)(A) of the Securities 
Exchange Act of 1934 (15 U.S.C. 78c–3(g)(4)(A)) 
is amended to read as follows: 
‘‘(A) IN GENERAL.—An affiliate of a per-
son that qualifies for an exception under para-
graph (1) (including affiliate entities predomi-
nantly engaged in providing financing for the 
purchase of the merchandise or manufactured 
goods of the person) may qualify for the excep-
tion only if the affiliate enters into the security- 
based swap to hedge or mitigate the commercial 
risk of the person or other affiliate of the per-
son that is not a financial entity, provided that 
if the transfer of commercial risk is addressed 
by entering into a security-based swap with a 
security-based swap dealer or major security- 
based swap participant, an appropriate credit 
support measure or other mechanism is uti-
lized.’’. 
(b) APPLICABILITY OF CREDIT SUPPORT MEASURE 
REQUIREMENT.—Notwithstanding section 371 of this Act, 
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