Greenlighting Growth Act in plain language
1: Short title
This section would let the Act be called the Greenlighting Growth Act.
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1. Short title This Act may be cited as the Greenlighting Growth Act .
2: Financial statement reporting requirements for emerging growth companies
This section would change what financial statements an emerging growth company has to file about businesses it has acquired. First, it would amend the Securities Act of 1933 so that when an emerging growth company files a registration statement, it would not have to include acquired-company financial statements or related information otherwise required under SEC rules 210.3-05 or 210.8-04 of title 17 of the Code of Federal Regulations (or any rule that later replaces them) for any period before the earliest audited period of the emerging growth company that it presented in connection with its initial public offering. This protection would continue even after the company stops qualifying as an emerging growth company: once it has lost that status, it would still never have to present financial statements of the issuer itself, or acquired-company financial statements or information under those same SEC rules, for any period before that same earliest IPO-audited period. Second, the section would make a parallel change to the Securities Exchange Act of 1934, covering applications to register a security under section 12(b) of that Act. Under the amendment, an emerging growth company's registration application would not have to include acquired-company financial statements or related information required under the same SEC rules (210.3-05 or 210.8-04 of title 17, CFR, or any successor rule) for any period before the earliest audited period of the emerging growth company presented with that application. As with the first change, this protection would continue after the company stops being an emerging growth company: it would still never have to present financial statements of the issuer, or acquired-company financial statements under those SEC rules, for any period before the earliest audited period it presented with its section 12(b) application.
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2. Financial statement reporting requirements for emerging growth companies (a) Securities Act of 1933 Section 7(a)(2) of the Securities Act of 1933 ( 15 U.S.C. 77g(a)(2) ) is amended— (1) in subparagraph (A), by striking and at the end; (2) by redesignating subparagraph (B) as subparagraph (C); and (3) by inserting after subparagraph (A) the following: (B) need not present acquired company financial statements or information otherwise required under section 210.3–05 or section 210.8–04 of title 17, Code of Federal Regulations, or any successor thereto, for any period prior to the earliest audited period of the emerging growth company presented in connection with its initial public offering and, thereafter, in no event shall an issuer that was an emerging growth company but is no longer an emerging growth company be required to present financial statements of the issuer (or acquired company financial statements or information otherwise required under section 210.3–05 or section 210.8–04 of title 17, Code of Federal Regulations, or any successor thereto) for any period prior to the earliest audited period of the emerging growth company presented in connection with its initial public offering; and . (b) Securities Exchange Act of 1934 Section 12(b)(1)(K) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78l(b)(1)(K) ) is amended by striking firm; and inserting firm, provided that the application of an emerging growth company need not present acquired company financial statements or information otherwise required under section 210.3–05 or section 210.8–04 of title 17, Code of Federal Regulations, or any successor thereto, for any period prior to the earliest audited period of the emerging growth company presented in connection with its application and, thereafter, in no event shall an issuer that was an emerging growth company but is no longer an emerging growth company be required to present financial statements of the issuer (or acquired company financial statements or information otherwise required under section 210.3–05 or section 210.8–04 of title 17, Code of Federal Regulations, or any successor thereto) for any period prior to the earliest audited period of the emerging growth company presented in connection with any application under subsection (b) of this section; .