May 09, 2016
From the Financial Reporting Network
On May 3, the SEC approved amendments to Section 12(g) of the Exchange Act to reflect new, higher thresholds for registration, termination of registration, and suspension of reporting under the Jumpstart Our Business Startups (JOBS) Act and the Fixing America’s Surface Transportation (FAST) Act. The amendments establish thresholds for savings and loan holding companies consistent with those for bank holding companies, revise the definition of held of record by excluding certain securities held by persons who received them pursuant to employee compensation plans, and establish a non-exclusive safe harbor for determining whether securities are held of record for purposes of registration.
As a result of the JOBS Act and FAST Act changes, an issuer that is not a bank, bank holding company, or savings and loan holding company is required to register a class of equity securities under the Exchange Act if it has more than $10 million of total assets and the securities are held of record by either 2,000 persons, or 500 persons who are not accredited investors. An issuer that is a bank, bank holding company, or savings and loan holding company is required to register a class of equity securities if it has more than $10 million of total assets and the securities are held of record by 2,000 or more persons.