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IIB
118TH CONGRESS
1ST SESSION H. R. 2608
IN THE SENATE OF THE UNITED STATES
JUNE 6, 2023
Received; read twice and referred to the Committee on Banking, Housing, and
Urban Affairs
AN ACT
To amend the Federal securities laws to specify the periods
for which financial statements are required to be pro-
vided by an emerging growth company, and for other
purposes.
Be it enacted by the Senate and House of Representa-
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tives of the United States of America in Congress assembled,
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HR 2608 RFS
SECTION 1. FINANCIAL STATEMENT REPORTING REQUIRE-
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MENTS FOR EMERGING GROWTH COMPA-
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NIES.
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(a) SECURITIES ACT OF 1933.—Section 7(a)(2) of
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the Securities Act of 1933 (15 U.S.C. 77g(a)(2)) is
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amended—
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(1) in subparagraph (A), by striking ‘‘and’’ at
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the end;
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(2) by redesignating subparagraph (B) as sub-
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paragraph (C); and
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(3) by inserting after subparagraph (A) the fol-
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lowing:
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‘‘(B) need not present acquired company
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financial statements or information otherwise
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required under section 210.3-05 or section
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210.8-04 of title 17, Code of Federal Regula-
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tions, or any successor thereto, for any period
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prior to the earliest audited period of the
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emerging growth company presented in connec-
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tion with its initial public offering and, there-
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after, in no event shall an issuer that was an
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emerging growth company but is no longer an
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emerging growth company be required to
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present financial statements of the issuer (or
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acquired company financial statements or infor-
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mation otherwise required under section 210.3-
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05 or section 210.8-04 of title 17, Code of Fed-
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eral Regulations, or any successor thereto) for
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any period prior to the earliest audited period
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of the emerging growth company presented in
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connection with its initial public offering; and’’.
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(b) SECURITIES EXCHANGE ACT OF 1934.—Section
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12(b)(1)(K) of the Securities Exchange Act of 1934 (15
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U.S.C. 78l(b)(1)(K)) is amended by striking ‘‘firm;’’ and
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inserting ‘‘firm, provided that the application of an emerg-
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ing growth company need not present acquired company
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financial statements or information otherwise required
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under section 210.3-05 or section 210.8-04 of title 17,
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Code of Federal Regulations, or any successor thereto, for
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any period prior to the earliest audited period of the
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emerging growth company presented in connection with its
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application and, thereafter, in no event shall an issuer that
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was an emerging growth company but is no longer an
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emerging growth company be required to present financial
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statements of the issuer (or acquired company financial
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statements or information otherwise required under sec-
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tion 210.3-05 or section 210.8-04 of title 17, Code of Fed-
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eral Regulations, or any successor thereto) for any period
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prior to the earliest audited period of the emerging growth
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company presented in connection with any application
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under subsection (b) of this section;’’.
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Passed the House of Representatives June 5, 2023.
Attest:
CHERYL L. JOHNSON,
Clerk.
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