Helping Startups Continue To Grow Act
Bill: H.R.3448 | Sponsor: Rep. Steil, Bryan (R-WI)
Policy area: Finance and Financial Sector

Summary:
Helping Startups Continue to Grow Act
This bill allows certain issuers of securities regulated as emerging growth companies to continue operating under such regulations, including those related to reduced disclosures and other exemptions, for an additional five years.

To provide for a 5-year extension of certain exemptions and reduced 
    disclosure requirements for companies that were emerging growth 
 companies and would continue to be emerging growth companies but for 
  the 5-year restriction on emerging growth companies, 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 ``Helping Startups Continue To Grow 
Act''.

SEC. 2. ON-RAMP EXTENSION.

    (a) Definition of a Recent Emerging Growth Company.--
            (1) Securities act of 1933.--Section 2(a) of the Securities 
        Act of 1933 (15 U.S.C. 77b(a)) is amended by adding at the end 
        the following:
            ``(20) Recent emerging growth company.--The term `recent 
        emerging growth company' means an issuer that--
                    ``(A) was, but is no longer, an emerging growth 
                company;
                    ``(B) would continue to be an emerging growth 
                company but for the application of subparagraph (B) of 
                paragraph (19); and
                    ``(C) ceased to be an emerging growth company 
                within the previous 5-year period.''.
            (2) Securities exchange act of 1934.--Section 3(a) of the 
        Securities Exchange Act of 1934 (15 U.S.C. 78c(a)) is amended--
                    (A) by redesignating the second paragraph (80) as 
                paragraph (81); and
                    (B) by adding at the end the following:
            ``(82) Recent emerging growth company.--The term `recent 
        emerging growth company' means an issuer that--
                    ``(A) was, but is no longer, an emerging growth 
                company;
                    ``(B) would continue to be an emerging growth 
                company but for the application of subparagraph (B) of 
                paragraph (80); and
                    ``(C) ceased to be an emerging growth company 
                within the previous 5-year period.''.
    (b) Streamlined Financial Disclosures.--
            (1) Securities act of 1933.--Section 7(a)(2) of the 
        Securities Act of 1933 (15 U.S.C. 77g(a)(2)) is amended--
                    (A) by inserting after ``An emerging growth 
                company'' the following: ``and a recent emerging growth 
                company''; and
                    (B) in subparagraph (A)--
                            (i) by striking ``such emerging growth 
                        company'' and inserting ``such company''; and
                            (ii) by striking ``an emerging growth 
                        company'' and inserting ``such company''.
            (2) Securities exchange act of 1934.--Section 13(a) of the 
        Securities Exchange Act of 1934 (15 U.S.C. 78m(a)) is amended 
        by adding at the end the following: ``The previous sentence 
        shall apply, to the same extent as such sentence applies to an 
        emerging growth company, to a recent emerging growth 
        company.''.
            (3) Other disclosures.--A recent emerging growth company 
        (as defined under section 2 of the Securities Act of 1933) may 
        comply with section 229.303(a) of title 17, Code of Federal 
        Regulations, or any successor thereto, by providing information 
        required by such section with respect to the financial 
        statements of the company for each period presented pursuant to 
        section 7(a) of the Securities Act of 1933 (15 U.S.C. 77g(a)). 
        Such a company may comply with section 229.402 of title 17, 
        Code of Federal Regulations, or any successor thereto, by 
        disclosing the same information as any issuer with a market 
        value of outstanding voting and nonvoting common equity held by 
        non-affiliates of less than $75,000,000.
    (c) Draft Registration Statements.--Section 6(e)(1) of the 
Securities Act of 1933 (15 U.S.C. 77f(e)(1)) is amended--
            (1) by striking ``emerging growth company'' each place such 
        term appears and inserting ``emerging growth company or recent 
        emerging growth company''; and
            (2) by striking ``emerging market growth company'' and 
        inserting ``emerging growth company or recent emerging growth 
        company''.
    (d) Executive Compensation Disclosures.--
            (1) Certain shareholder disclosures.--Section 14A(e)(2) of 
        the Securities Exchange Act of 1934 (15 U.S.C. 78n-1(e)) is 
        amended--
                    (A) in subparagraph (A), by striking ``An emerging 
                growth company'' and inserting the following ``Any 
                emerging growth company or recent emerging growth 
                company''; and
                    (B) in subparagraph (B)--
                            (i) in the heading, by striking 
                        ``termination of emerging growth company 
                        treatment'' and inserting ``exemption'';
                            (ii) by striking ``an emerging growth 
                        company but is no longer an emerging growth 
                        company'' and inserting ``exempt under 
                        subparagraph (A) but is no longer exempt''; and
                            (iii) in clause (ii), by inserting before 
                        the period the following: ``or a recent 
                        emerging growth company''.
            (2) Pay ratio disclosures.--Section 953(b)(1) of the 
        Investor Protection and Securities Reform Act of 2010 (15 
        U.S.C. 78l note) is amended, by striking ``, as that term is 
        defined in'' and inserting ``or a recent emerging growth 
        company, as such terms are defined, respectively, under''.
            (3) Pay vs. performance disclosures.--Section 14(i) of the 
        Securities Exchange Act of 1934 (15 U.S.C. 78n(i)) is amended 
        by inserting after ``emerging growth company'' the following: 
        ``or a recent emerging growth company''.
            (4) Simplified executive compensation disclosures.--The 
        Securities and Exchange Commission shall amend section 
        229.402(l) of title 17, Code of Federal Regulations, to permit 
        a recent emerging growth company (as defined under section 2 of 
        the Securities Act of 1933) to make use of the same scaled 
        disclosures for executive compensation that are available 
        pursuant to such section for smaller reporting companies and 
        emerging growth companies.
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