To amend the Securities Exchange Act of 1934 to specify certain registration statement contents for emerging growth companies, to permit issuers to file draft registration statements with the Securities and Exchange Commission for confidential review, and for other purposes.

Bill: 118-hr-2610
Sponsor: full_name: Rep. McHenry, Patrick T. [R-NC-10]
Introduced: 2023-04-13
Policy area: Finance and Financial Sector
Subjects: Administrative law and regulatory procedures

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Securities

Securities and Exchange Commission (SEC)
Latest action: action_date: 2023-06-06
text: Received in the Senate and Read twice and referred to the Committee on Banking, Housing, and Urban Affairs.

Summaries:
action_date: 2023-04-13
action_desc: Introduced in House
text: <p>This bill revises requirements related to registration statements submitted to the Securities and Exchange Commission (SEC). First, the bill requires an emerging growth company to submit profit and loss statements from the previous 2 years, rather than the previous 3 years as under current law. In addition, the bill allows an issuer of securities to submit a draft registration statement to the SEC for confidential review prior to a public filing. </p>

action_date: 2023-06-05
action_desc: Passed House
text: <p>This bill revises requirements related to registration statements submitted to the Securities and Exchange Commission (SEC). First, the bill requires an emerging growth company to submit profit and loss statements from the previous 2 years, rather than the previous 3 years as under current law. In addition, the bill allows an issuer of securities to submit a draft registration statement to the SEC for confidential review prior to a public filing. </p>

tv_txt: IIB 118th CONGRESS 1st Session H. R. 2610 IN THE SENATE OF THE UNITED STATES June 6, 2023 Received; read twice and referred to the Committee on Banking, Housing, and Urban Affairs AN ACT To amend the Securities Exchange Act of 1934 to specify certain registration statement contents for emerging growth companies, to permit issuers to file draft registration statements with the Securities and Exchange Commission for confidential review, and for other purposes.

1. Registration statements Section 12(b) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78l(b) ) is amended— (1) in paragraph (1)(K), by striking years, and inserting years (or, in the case of an emerging growth company, not more than the two preceding years), ; and (2) by adding at the end the following: Any issuer may confidentially submit to the Commission a draft registration statement for confidential nonpublic review by the staff of the Commission prior to public filing, provided that the initial confidential submission and all amendments thereto shall be publicly filed with the Commission not later than 10 days before listing on a national securities exchange. Notwithstanding any other provision of this title, the Commission shall not be compelled to disclose any information provided to or obtained by the Commission pursuant to this subsection. For purposes of section 552 of title 5, this subsection shall be considered a statute described in subsection (b)(3)(B) of such section 552. Information described in or obtained pursuant to this subsection shall be deemed to constitute confidential information for purposes of section 24. .

Passed the House of Representatives June 5, 2023. Cheryl L. Johnson, Clerk.

tv_txt: I 118th CONGRESS 1st Session H. R. 2610 IN THE HOUSE OF REPRESENTATIVES AN ACT To amend the Securities Exchange Act of 1934 to specify certain registration statement contents for emerging growth companies, to permit issuers to file draft registration statements with the Securities and Exchange Commission for confidential review, and for other purposes.

1. Registration statements Section 12(b) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78l(b) ) is amended— (1) in paragraph (1)(K), by striking years, and inserting years (or, in the case of an emerging growth company, not more than the two preceding years), ; and (2) by adding at the end the following: Any issuer may confidentially submit to the Commission a draft registration statement for confidential nonpublic review by the staff of the Commission prior to public filing, provided that the initial confidential submission and all amendments thereto shall be publicly filed with the Commission not later than 10 days before listing on a national securities exchange. Notwithstanding any other provision of this title, the Commission shall not be compelled to disclose any information provided to or obtained by the Commission pursuant to this subsection. For purposes of section 552 of title 5, this subsection shall be considered a statute described in subsection (b)(3)(B) of such section 552. Information described in or obtained pursuant to this subsection shall be deemed to constitute confidential information for purposes of section 24. .

Passed the House of Representatives June 5, 2023. Cheryl L. Johnson, Clerk.

tv_txt: IB Union Calendar No. 66 118th CONGRESS 1st Session H. R. 2610 [Report No. 118–89] IN THE HOUSE OF REPRESENTATIVES April 13, 2023 Mr. McHenry introduced the following bill; which was referred to the Committee on Financial Services June 5, 2023 Reported with an amendment, committed to the Committee of the Whole House on the State of the Union, and ordered to be printed Strike out all after the enacting clause and insert the part printed in italic For text of introduced bill, see copy of bill as introduced on April 13, 2023 A BILL To amend the Securities Exchange Act of 1934 to specify certain registration statement contents for emerging growth companies, to permit issuers to file draft registration statements with the Securities and Exchange Commission for confidential review, and for other purposes.

1. Registration statements Section 12(b) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78l(b) ) is amended— (1) in paragraph (1)(K), by striking years, and inserting years (or, in the case of an emerging growth company, not more than the two preceding years), ; and (2) by adding at the end the following: Any issuer may confidentially submit to the Commission a draft registration statement for confidential nonpublic review by the staff of the Commission prior to public filing, provided that the initial confidential submission and all amendments thereto shall be publicly filed with the Commission not later than 10 days before listing on a national securities exchange. Notwithstanding any other provision of this title, the Commission shall not be compelled to disclose any information provided to or obtained by the Commission pursuant to this subsection. For purposes of section 552 of title 5, this subsection shall be considered a statute described in subsection (b)(3)(B) of such section 552. Information described in or obtained pursuant to this subsection shall be deemed to constitute confidential information for purposes of section 24. .

June 5, 2023 Reported with an amendment, committed to the Committee of the Whole House on the State of the Union, and ordered to be printed

tv_txt: I 118th CONGRESS 1st Session H. R. 2610 IN THE HOUSE OF REPRESENTATIVES April 13, 2023 Mr. McHenry introduced the following bill; which was referred to the Committee on Financial Services A BILL To amend the Securities Exchange Act of 1934 to specify certain registration statement contents for emerging growth companies, to permit issuers to file draft registration statements with the Securities and Exchange Commission for confidential review, and for other purposes.

1. Registration statements Section 12(b) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78l(b) ) is amended— (1) in paragraph (1)(K), by striking years, and inserting years (or, in the case of an emerging growth company, not more than the two preceding years), ; and (2) by adding at the end the following: Any issuer may confidentially submit to the Commission a draft registration statement for confidential nonpublic review by the staff of the Commission prior to public filing, provided that the initial confidential submission and all amendments thereto shall be publicly filed with the Commission not later than 10 days before the issuer’s requested date of effectiveness of the registration statement. Notwithstanding any other provision of this title, the Commission shall not be compelled to disclose any information provided to or obtained by the Commission pursuant to this subsection. For purposes of section 552 of title 5, this subsection shall be considered a statute described in subsection (b)(3)(B) of such section 552. Information described in or obtained pursuant to this subsection shall be deemed to constitute confidential information for purposes of section 24. .