2019-13255: Concept Release on Harmonization of Securities Offering Exemptions

Summary

The Securities and Exchange Commission is publishing this release to solicit comment on several exemptions from registration under the Securities Act of 1933 that facilitate capital raising. Over the years, and particularly since the Jumpstart Our Business Startups Act of 2012, several exemptions from registration have been introduced, expanded, or otherwise revised. As a result, the overall framework for exempt offerings has changed significantly. We believe our capital markets would benefit from a comprehensive review of the design and scope of our framework for offerings that are exempt from registration. More specifically, we also believe that issuers and investors could benefit from a framework that is more consistent and addresses gaps and complexities. Therefore, we seek comment on possible ways to simplify, harmonize, and improve the exempt offering framework to promote capital formation and expand investment opportunities while maintaining appropriate investor protections.

The agency’s own summary, as published.

What this changes

Amends 9 parts of the Code of Federal Regulations — the standing rules this notice rewrites.

• 17 CFR 210 Form and Content of and Requirements for Financial Statements, Securities Act of 1933, Securities Exchange Act of 1934, Investment Company Act of 1940, Investment Advisers Act of 1940, and Energy Policy and Conservation Act of 1975
• 17 CFR 227 Regulation Crowdfunding, General Rules and Regulations
• 17 CFR 230 General Rules and Regulations, Securities Act of 1933
• 17 CFR 239 Forms Prescribed Under the Securities Act of 1933
• 17 CFR 240 General Rules and Regulations, Securities Exchange Act of 1934
• 17 CFR 249 Forms, Securities Exchange Act of 1934
• 17 CFR 270 Rules and Regulations, Investment Company Act of 1940
• 17 CFR 274 Forms Prescribed Under the Investment Company Act of 1940
• 17 CFR 275 Rules and Regulations, Investment Advisers Act of 1940