S.Amdt. 1850
What it does: Replaces “Section” with new text
Sen. Frank R. Lautenberg (D-NJ)What it changes
1 change to H.R. 3606
The Congressional Record cuts off the end of this amendment, so some changes may be missing.
Replaces “Section” with new text
Struck: Section
Inserted: (a) Disclosures Required for Employee Security Holders.--Any issuer having equity securities of any class held of record by 500 or more employee security holders shall provide to all such employee security holders--
Inserted: (1) audited financial statements, if available, or if not available--
Inserted: (A) financial statements certified by the principal executive officer of the issuer to be true and complete in all material respects; and
Inserted: (B) income tax returns filed by the issuer for the most recently completed year (if any);
Inserted: (2) a description of the ownership and capital structure of the issuer, including--
Inserted: (A) the terms of each class of security of the issuer, including how such terms may be modified and a summary of the differences between such securities, including how the rights of the securities owned by the employee may be materially limited, diluted, or qualified by the rights of any other class of security of the issuer;
Inserted: (B) the name and ownership level of each existing shareholder who owns more than 20 percent of any class of the securities of the issuer;
Inserted: (C) the risks to employee security holders--
Inserted: (i) relating to minority ownership in the issuer; and
Inserted: (ii) associated with corporate actions, including additional issuances of shares, a sale of the issuer or of assets of the issuer, or transactions with related parties; and
Inserted: (3) such other information as the Commission may, by rule, prescribe for the protection of employee security holders.
Inserted: (b) Definition.--As used in this section, the term "employee security holder" means an individual who received securities of the issuer pursuant to an employee compensation plan, which securities are exempt from registration requirements by virtue of the provisions of section 12(g)(5) of the Securities Exchange Act of 1934, as amended by this section.
Show 1 more inserted paragraphShow less
Inserted: (c) Exemption.--Section
Original wording
On page 41, line 19, strike “Section” and insert the following:
Read automatically from the Congressional Record. Check the original before relying on it.
As printed
SA 1850. Mr. LAUTENBERG submitted an amendment intended to be proposed by him to the bill H.R. 3606, to increase American job creation and economic growth by improving access to the public capital markets for emerging growth companies; which was ordered to lie on the table; as follows:
On page 41, line 19, strike “Section” and insert the following:
(a) Disclosures Required for Employee Security Holders.--Any issuer having equity securities of any class held of record by 500 or more employee security holders shall provide to all such employee security holders--
(1) audited financial statements, if available, or if not available--
(A) financial statements certified by the principal executive officer of the issuer to be true and complete in all material respects; and
(B) income tax returns filed by the issuer for the most recently completed year (if any);
(2) a description of the ownership and capital structure of the issuer, including--
(A) the terms of each class of security of the issuer, including how such terms may be modified and a summary of the differences between such securities, including how the rights of the securities owned by the employee may be materially limited, diluted, or qualified by the rights of any other class of security of the issuer;
(B) the name and ownership level of each existing shareholder who owns more than 20 percent of any class of the securities of the issuer;
(C) the risks to employee security holders--
(i) relating to minority ownership in the issuer; and
(ii) associated with corporate actions, including additional issuances of shares, a sale of the issuer or of assets of the issuer, or transactions with related parties; and
(3) such other information as the Commission may, by rule, prescribe for the protection of employee security holders.
(b) Definition.--As used in this section, the term “employee security holder” means an individual who received securities of the issuer pursuant to an employee compensation plan, which securities are exempt from registration requirements by virtue of the provisions of section 12(g)(5) of the Securities Exchange Act of 1934, as amended by this section.
(c) Exemption.--Section
Legislative Activity
Stay on top of the latest movement without scrolling through every action
Senate amendment submitted
March 19, 2012