Thursday, May 24, 2007
On May 23, the Commission proposed a series of six measures to modernize and improve its capital raising and reporting requirements for smaller companies. Many of the proposals address key recommendations made by the SEC's Advisory Committee on Smaller Public Companies in its final report. They include:
* A new system of securities regulation for smaller public companies that would make scaled regulation available to a much larger group of smaller public companies;
* Modified eligibility requirements so companies with a public float below $75 million can take advantage of the benefits of shelf registration;
* A new exemption from Securities Act registration requirements for sales of securities to a newly defined category of "qualified purchasers" in which limited advertising would be permitted;
* Shortened holding periods under Securities Act Rule 144 for restricted securities to reduce the cost of capital and to increase access to capital;
* New exemptions for compensatory employee stock options so Exchange Act registration requirements would not be triggered solely by a company's compensation decisions; and
* Electronic filing of the form filed by companies making private or limited offerings to ease burdens for filers and make the information filed more readily available.