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SEC Approves Rules to Ease Small Business Capital Formation


Nov. 16, 2007 (Associated Press) WASHINGTON - The Securities and Exchange Commission finalized new rules Thursday aimed at making it easier and cheaper for small businesses to raise capital, including through private offerings.



One change approved by the SEC reduces the holding period for public resale of many privately issued securities to six months from the current one-year period. SEC officials said that should reduce the expense of raising capital through restricted private offerings.

Securities that repackage higher-risk asset-backed securities, such as subprime mortgage loans, wouldn't be eligible for the shorter holding period, however.

A separate change will simplify paperwork for about 1,500 companies by allowing them to supply streamlined information, which previously had been limited to about 3,500 small businesses with less than $25 million of publicly traded securities. The SEC agreed to raise the threshold to $75 million and set a $50 million annual revenue level for companies that don't have a calculable public equity float.

Firms that issue employee stock options would get a break as well, as the SEC agreed to create new exemptions from requirements to register shares and issue reports in cases where a company has more than 500 option holders.

The relief applies to employee stock options, stock appreciation rights or securities underlying employee stock options, which SEC Commissioner Paul Atkins said might need to be revisited in the future.

The SEC's action finalized three of six changes it proposed this spring, all of which targeted small businesses. SEC officials said they expect to take up the three remaining proposals shortly.

Although the SEC voted 4-0 to adopt the rule changes, Atkins expressed reservations on several of them. He said the $75 million public float threshold may be too low and raised concern about a possible increase in fraud in trading of privately issued securities once trading restrictions are liberalized.

Copyright 2007 The Associated Press. All rights reserved. This material may not be published, broadcast, rewritten or redistributed.

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