SEC Adopts Final Rules Implementing JOBS Act Regulation A+

This morning the Commissioners of the U.S. Securities and Exchange Commission voted unanimously to adopt final rules implementing Title IV of the JOBS Act of 2012, popularly referred to as Regulation A+. Though the SEC has yet to post the Final Rules on its Website (expected later today), the statements made at the Commission’s Open Meeting provided a good outline.

As was widely hoped by most rulemaking participants, the Commission stood its ground on pre-empting the ability of the states to review and approve these new offerings at the state level.  At stake was the need to have a Regulation A+ which would be both useful and used, unlike the original Regulation A, requiring a state by state review in addition to an SEC registration process.

We now have in place a new and useful tool for private companies to enter the public market, up to $50 million per year,  at lower initial and ongoing costs than a traditional IPO.  The Rules will become effective 60 days after publication in the Federal Register, expected in the next few days.

Further analysis and commentary must await a detailed review of the Final Rules themselves. But what is clear is that the SEC is charting out a long term plan to revitalize the capital markets for small and emerging businesses.  Today is an important first step. There will be many more bold strides forward.

The Commission is to be commended for achieving consensus on the importance of a workable path for Regulation A+ – and making small business capital formation both a short term and long term priority.

Congressman Patrick McHenry today issued a Press Release commenting on the Final Rules. Congressman McHenry has been instrumental in shepherding legislation thorough Congress to enhance the ability of small and emerging businesses to grow and thrive in a smartly regulated market.  He will undoubtedly continue to play an important role in advancing the interests of entrepreneurs in the coming weeks and months.

The Press Release is reprinted below.

Stay tuned for my analysis and comment on Regulation A+ and the expanding area of small business capital formation.


Press Release
March 25, 2015 Phone: 202-225-2576
McHenry Statement on SEC’s Reg A+ Rule
Washington – Chief Deputy Whip Patrick McHenry (R, NC-10), the Vice Chairman of the House Financial Services Committee, released the following statement on the Securities and Exchange Commission’s (SEC) adoption of rules on Regulation A+ or Title IV of the JOBS Act:“While I continue to review the details of the finalized rule I am encouraged the Commission has taken action on Reg A+. For too long the JOBS Act has been bogged down by Washington bureaucracy impeding the promise this law possesses. While today’s vote is an important step in enhancing the ability of American entrepreneurs and small business to access capital, we still must do more to help entrepreneurs secure the financial support they need to fund their ideas, create jobs and grow our economy.”




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