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SEC Adopts Amendments to Disclosure and Reporting Requirements for Smaller Companies
January 16, 2008 Full PDF
The SEC has adopted amendments, substantially as proposed, to its disclosure and reporting regimes under both the Securities Act and the Exchange Act to extend the benefits of the scaled disclosure and reporting requirements currently in place for small business issuers to a much larger group of companies. The amendments will create a new category of issuers called "smaller reporting companies," which will include most companies with a public float below $75 million. While the amendments will maintain the disclosure requirements currently contained in Regulation S-B, they will integrate the provisions of Regulation S-B into Regulation S-K and, in one instance, Regulation S-X. In addition, the amendments will phase out the "SB" forms currently used by small business issuers in connection with the registration of their securities and periodic reporting and provide for registration and reporting by smaller reporting companies on the forms currently used by larger companies.