Shareholder threshold for registration of certain issuers

Section 12(g) of the Securities Exchange Act of 1934 (15 U.S.C. 78a et seq.) is amended— (1)in paragraph (1)— (A)in subparagraph (A)(ii), by striking and at the end; (B)in subparagraph (B), by adding and at the end; (C)by inserting after subparagraph (B) the following:

(C)in the case of an issuer that, during its previous fiscal year, received support, directly or through an affiliate, through any Federal universal service support mechanism established under section 254 of the Communications Act of 1934 and filed the report described under paragraph (7) with respect to such fiscal year, not later than 120 days after the last day of its first fiscal year ended after the effective date of this subsection on which the issuer has total assets exceeding $10,000,000 and a class of equity security (other than an exempted security) held of record by either— (i)2,000 persons, or (ii)1,250 persons who are not accredited investors,

; and

(D)by adding at the end the following: The dollar figures in this paragraph shall be indexed for inflation every 5 years by the Commission to reflect the change in the Consumer Price Index for All Urban Consumers published by the Bureau of Labor Statistics, rounded to the nearest $100,000.; and (2)by adding at the end the following:

(7)

Report by universal service support mechanism recipients

(A)

In general

The Commission shall issue regulations to establish a financial summary form that may be annually filed by an issuer that— (i)during its previous fiscal year, received support, directly or through an affiliate, through any Federal universal service support mechanism established under section 254 of the Communications Act of 1934; and (ii)has a class of equity security held of record by 500 or more persons who are not accredited investors, but less than 1,250 persons who are not accredited investors. (B)

Contents

The form described under subparagraph (A) shall include a summary of the consolidated balance sheet and the consolidated income statement of the issuer, and such other information as the Commission determines is necessary and appropriate in the public interest and for the protection of investors. (C)

Public availability of forms

The Commission shall make financial summary forms filed under this paragraph available to the public, including on the website of the Commission.

SEC Study

(a)

Study

After the end of the 3-year period beginning on the date of enactment of this Act, the Securities and Exchange Commission shall carry out a study on— (1)the effect of the amendments under section 2; and (2)to what extent those changes have improved capital formation by the issuers described under section 12(g)(1)(C) of the Securities Exchange Act of 1934. (b)

Report

Not later than the end of the 180-day period beginning after the end of the 3-year period described under subsection (a), the Commission shall issue a report to the Congress containing— (1)all findings and determinations made in carrying out the study required under subsection (a); and (2)a recommendation as to whether issuers in other sectors of the economy could also benefit from the sort of changes made by the amendments under section 2.