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SEC Proposes Amendments to Disclosure and Reporting Requirements for Smaller Companies
July 25, 2007 Full PDF
The SEC has proposed for public comment amendments 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 proposed amendments would create a new category of issuers called "smaller reporting companies," which would include most companies with a public float below $75 million. While the proposed amendments would maintain the disclosure requirements currently contained in Regulation S-B, they would integrate the provisions of Regulation S-B into Regulation S-K. In addition, the proposed amendments would eliminate 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. The SEC is also soliciting suggestions for additional ways to better scale its disclosure and reporting requirements to the needs of smaller reporting companies and their investors. The proposed amendments are subject to a 60-day comment period, which expires on September 17, 2007.