[Congressional Bills 116th Congress]
[From the U.S. Government Publishing Office]
[S. 452 Introduced in Senate (IS)]

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116th CONGRESS
  1st Session
                                 S. 452

    To amend the Sarbanes-Oxley Act of 2002 to provide a temporary 
  exemption for low-revenue issuers from certain auditor attestation 
                             requirements.


_______________________________________________________________________


                   IN THE SENATE OF THE UNITED STATES

                           February 12, 2019

   Mr. Tillis (for himself, Mr. Peters, Mr. Perdue, and Ms. Sinema) 
introduced the following bill; which was read twice and referred to the 
            Committee on Banking, Housing, and Urban Affairs

_______________________________________________________________________

                                 A BILL


 
    To amend the Sarbanes-Oxley Act of 2002 to provide a temporary 
  exemption for low-revenue issuers from certain auditor attestation 
                             requirements.

    Be it enacted by the Senate and House of Representatives of the 
United States of America in Congress assembled,

SECTION 1. SHORT TITLE.

    This Act may be cited as the ``Fostering Innovation Act of 2019''.

SEC. 2. TEMPORARY EXEMPTION FOR LOW-REVENUE ISSUERS.

    Section 404 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7262) is 
amended by adding at the end the following:
    ``(d) Temporary Exemption for Low-Revenue Issuers.--
            ``(1) Definitions.--In this subsection--
                    ``(A) the term `average annual gross revenues' 
                means the total gross revenues of an issuer over its 
                most recently completed 3 fiscal years divided by 3;
                    ``(B) the term `emerging growth company' has the 
                meaning given the term in section 3 of the Securities 
                Exchange Act of 1934 (15 U.S.C. 78c); and
                    ``(C) the term `large accelerated filer' has the 
                meaning given the term in section 240.12b-2 of title 
                17, Code of Federal Regulations (or any successor 
                regulation).
            ``(2) Low-revenue exemption.--Subsection (b) shall not 
        apply with respect to an audit report prepared for an issuer 
        that--
                    ``(A) ceased to be an emerging growth company on 
                the last day of the fiscal year of the issuer following 
                the 5-year period beginning on the date of the first 
                sale of common equity securities of the issuer pursuant 
                to an effective registration statement under the 
                Securities Act of 1933 (15 U.S.C. 77a et seq.);
                    ``(B) had average annual gross revenues of less 
                than $50,000,000 as of its most recently completed 
                fiscal year; and
                    ``(C) is not a large accelerated filer.
            ``(3) Expiration of temporary exemption.--An issuer ceases 
        to be eligible for the exemption described under paragraph (1) 
        on the earlier of--
                    ``(A) the last day of the fiscal year of the issuer 
                following the 10-year period beginning on the date of 
                the first sale of common equity securities of the 
                issuer pursuant to an effective registration statement 
                under the Securities Act of 1933 (15 U.S.C. 77a et 
                seq.);
                    ``(B) the last day of the fiscal year of the issuer 
                during which the average annual gross revenues of the 
                issuer exceed $50,000,000; or
                    ``(C) the date on which the issuer becomes a large 
                accelerated filer.''.
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