The following videos are from the Office of the Advocate for Small Business Capital Formation and are meant to provide a high-level summary of the relevant policy or rulemaking.
How to Comment
How to Comment: Engage in the Rulemaking Process
The SEC’s Office of the Advocate for Small Business Capital Formation breaks down how easy it can be to comment on proposed rulemakings.
Recent Policy and Rulemaking Highlights
Proposals to Modernize Equity-Based Compensation (Rule 701 & Form S-8)
On November 24, 2020, through two rule proposals, the SEC proposed changes to exempt offering Rule 701 and Form S-8, which are the primary methods through which companies issue equity compensation, that would change how and to whom equity compensation can be issued. Press releases for both proposals are as follows: temporary platform worker ("gig economy") proposal and other proposed amendments.
- Submit comments on temporary platform worker (“gig economy”) proposal (S7-19-20). Comments received for this proposal are available here.
- Submit comments on the other proposed amendments proposal (S7-18-20).
Amendments to the Exempt Offering Framework
On November 2, 2020, the SEC adopted changes to the exempt offering framework that are intended to harmonize, simplify, and improve the tools used by businesses and their investors when raising capital, whether to support a start-up raising its first round of funding or a company preparing to one day conduct an initial public offering. A press release is available here.
Finders Proposed Exemptive Order
On October 7, 2020, the SEC proposed a conditional exemption to permit “finders” to engage in limited activities on behalf of businesses seeking to raise investment capital without having to register as a broker. These so-called "finders," who may identify and in certain circumstances solicit potential investors, help to bridge the gap between small businesses that need capital and investors who are interested in supporting them. A press release is available here.
Accredited Investor Amendments
On August 26, 2020, the SEC adopted amendments that update the accredited investor definition, adding additional means for individuals and entities to be eligible to invest in the private capital markets. These changes became effective on December 8, 2020. A press release is available here.
SEC’s Small Business Forum Highlight Reel
Engaging with you at the SEC’s annual Small Business Forum provides invaluable feedback to inform our capital formation policy initiatives. This highlight reel shown at the SEC’s 2020 Small Business Forum showcases how the input the Commission received from speakers and the public at the Forum positively impacted the rules that we are responsible for creating and updating. More information on the 2020 Forum, including video archives of the keynote addresses and spotlight discussions, is available here. Learn more about how we are listening and taking action.
COVID-19 Crowdfunding Relief
On May 4, 2020, the SEC announced that it is providing temporary, conditional relief for companies to raise capital via Regulation Crowdfunding. The temporary rules are intended to expedite the offering process for smaller, previously established companies affected by COVID-19 that are seeking to meet their funding needs through a crowdfunding offering. A press release including a summary chart is available here. After considering the feedback on the temporary relief, the Commission extended the relief for offerings initiated through February 2021. In addition, in the Amendments to the Exempt Offering Framework highlighted above, the SEC extended the $250,000 financial statement threshold through August 2022.
Accelerated Filer Amendments (404(b))
On March 12, 2020, the SEC adopted amendments that tailor the accelerated and large accelerated filer definitions, impacting which companies must provide the Sarbanes-Oxley Rule 404(b) independent auditor attestation of their internal controls over financial reporting. A press release is available here.
Capital Formation Proposal
Modernizing the Rule Governing Quotations for Over-the-Counter Securities
Accredited Investor Proposal
Reaching New Heights - Conversations on Raising Capital for Businesses of Color
Comment on Ways to Harmonize the Exempt Offering Framework
Accelerated Filer Proposed Amendments (404(b))
Simplifying the M&A Accounting Rules (3-05)
Modified: Dec. 10, 2020