The White House yesterday submitted legislation exempting small businesses from filing lengthy disclosure statements with the Securities and Exchange Commission before selling securities to accredited investors.
The legislation is intended to make it easier and cheaper for small businesses to raise capital, particularly at times when bank interest rates are high.
The legislation defines a small business as a firm meeting two of three criteria: It had total assets of less than $15 million at the end of its last fiscal year, it had less than $30 million in total gross revenues each of the two fiscal years, and it has no class of securities with more than 500 holders of record.
Accredited investors, under the proposed legislation, would include a bank, an insurance company, a registered investment company, small and minority business investment companies, an employe benefit plan or any person who purchases at least $100,000 of the securities.
Although the small business is exempted from filing any information statements with the SEC, the investor may still require certain information from the firm, according to Sba aDministrator A. Vernon Weaver, who held a press briefing on the proposed legislation yesterday. Weaver also said companies could save thousands of dollars necessary to prepare the SEC's lengthy disclosure forms.
An SEC official said yesterday that under usual circumstances it could take a firm about six months from the time the company's officials decide to sell the securities until they are granted permission by the SEC. The official said the White House legislation and its own proposed rule change could cut down that time.
The SEC, however, already has proposed certain rule changes similar to the legislation offered yesterday. Under the SEC's proposed rule, which is expected to be approved by the commission next month, a business is not necessarily a small one, can be exempted from filing information statements when it chooses to sell up to $2 million of securities during a six-month period to accredited investors.
The company can decide to sell securities to 35 individuals rather than the institutional investors, but it must file a simplified information form. Limited partnerships and those in oil, gas and mining wouldn't participate under this rule.