[Congressional Record Volume 158, Number 38 (Thursday, March 8, 2012)]
[House]
[Pages H1277-H1285]
From the Congressional Record Online through the Government Publishing Office [www.gpo.gov]




                  JUMPSTART OUR BUSINESS STARTUPS ACT

  Mr. HENSARLING. Mr. Speaker, I ask unanimous consent that all Members 
may have 5 legislative days within which to revise and extend their 
remarks on H.R. 3606 and insert extraneous material thereon.
  The SPEAKER pro tempore (Mr. Johnson of Ohio). Is there objection to 
the request of the gentleman from Texas?
  There was no objection.
  The SPEAKER pro tempore. Pursuant to House Resolution 572 and rule 
XVIII, the Chair declares the House in the Committee of the Whole House 
on the state of the Union for the further consideration of the bill, 
H.R. 3606.

                              {time}  1018


                     In the Committee of the Whole

  Accordingly, the House resolved itself into the Committee of the 
Whole House on the state of the Union for the further consideration of 
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, with Mrs. Miller of Michigan (Acting Chair) in the 
chair.
  The Clerk read the title of the bill.
  The Acting CHAIR. When the Committee of the Whole rose on Wednesday, 
March 7, 2012, amendment No. 10 printed in House Report 112 409 offered 
by the gentleman from California (Mr. McCarthy) had been disposed of.


                amendment No. 11 offered by mr. mchenry

  The Acting CHAIR. It is now in order to consider amendment No. 11 
printed in House Report 112 409.
  Mr. McHENRY. I have an amendment printed in the rule.
  The Acting CHAIR. The Clerk will designate the amendment.
  The text of the amendment is as follows:

       Page 19, after line 23, insert the following:
       (c) Explanation of Exemption.--Section 4 of the Securities 
     Act of 1933 (15 U.S.C. 77d) is amended--
       (1) by striking ``The provisions of section 5'' and 
     inserting ``(a) The provisions of section 5''; and
       (2) by adding at the end the following:
       ``(b)(1) With respect to securities offered and sold in 
     compliance with Rule 506 of Regulation D under this Act, no 
     person who meets the conditions set forth in paragraph (2) 
     shall be subject to registration as a broker or dealer 
     pursuant to section 15(a)(1) of this title, solely because--
       ``(A) that person maintains a platform or mechanism that 
     permits the offer, sale, purchase, or negotiation of or with 
     respect to securities, or permits general solicitations, 
     general advertisements, or similar or related activities by 
     issuers of such securities, whether online, in person, or 
     through any other means;
       ``(B) that person or any person associated with that person 
     co-invests in such securities; or
       ``(C) that person or any person associated with that person 
     provides ancillary services with respect to such securities.
       ``(2) The exemption provided in paragraph (1) shall apply 
     to any person described in such paragraph if--
       ``(A) such person and each person associated with that 
     person receives no compensation in connection with the 
     purchase or sale of such security;
       ``(B) such person and each person associated with that 
     person does not have possession of customer funds or 
     securities in connection with the purchase or sale of such 
     security; and
       ``(C) such person is not subject to a statutory 
     disqualification as defined in section 3(a)(39) of this title 
     and does not have any person associated with that person 
     subject to such a statutory disqualification.
       ``(3) For the purposes of this subsection, the term 
     `ancillary services' means--
       ``(A) the provision of due diligence services, in 
     connection with the offer, sale, purchase, or negotiation of 
     such security, so long as such services do not include, for 
     separate compensation, investment advice or recommendations 
     to issuers or investors; and
       ``(B) the provision of standardized documents to the 
     issuers and investors, so long as such person or entity does 
     not negotiate the terms of the issuance for and on behalf of 
     third parties and issuers are not required to use the 
     standardized documents as a condition of using the 
     service.''.

  The Acting CHAIR. Pursuant to House Resolution 572, the gentleman 
from North Carolina (Mr. McHenry) and a Member opposed each will 
control 5 minutes.
  The Chair recognizes the gentleman from North Carolina.
  Mr. McHENRY. Madam Chair, I yield myself such time as I may consume.
  This amendment is very simple. We know, and policymakers in 
Washington here know, that entrepreneurship is at a 17-year low in the 
United States. We also know that small businesses are the drivers of 
our economy. So what this amendment does is it enables investors to 
connect with start-ups.

                              {time}  1020

  It takes away some red tape that is within securities regulations, 
and it allows incubators, forums, and online platforms which only 
connect accredited investors to start-ups to be exempt from SEC 
registration as a broker-dealer if they, number one, do not charge a 
commission or fee for their service; number two, do not handle the 
moneys of investors; and, number three, only permit accredited 
investors to use their platforms.
  This is a very narrow amendment, very specifically crafted. In fact, 
the President's Council on Jobs and Competitiveness in October of last 
year said in their report that the emergence of angel investors and 
networks have also played a crucial role in initial funding of 
companies, and that the council recommends that clarifying that 
experience and active seed in angel investors and their meeting venues 
should not be subject to the regulations that were designed to protect 
inexperienced investors.
  This amendment deals with that subject matter within the President's 
jobs council recommendations. I ask my colleagues to support this 
amendment.
  I reserve the balance of my time.
  Mr. FRANK of Massachusetts. Madam Chairman, I rise to claim the time 
that would go to someone in opposition if there is anybody in 
opposition, which there does not appear to be.
  The Acting CHAIR. Without objection, the gentleman is recognized for 
5 minutes.

[[Page H1278]]

  There was no objection.
  Mr. FRANK of Massachusetts. Madam Chair, I support this amendment. I 
am pleased that we have been able to come together in a process that is 
providing some improvement. As I've said, I think there have been 
people in both the executive and legislative branches that have 
exaggerated the impact of these, but they are helpful.
  I do want to make one point, though, that it is true that the 
President has been one of those who has been a proponent of this--it's 
been a very bipartisan and very cooperative process--and there is a 
Statement of Administration Policy in support of the bills.
  I do want to make it clear because there will be some subsequent 
amendments that I think will be controversial. This one is not. The 
next two are actually not, I believe. But then there are one, two, 
three, four that may be. I want to make it very clear that the 
President's Statement of Administration Policy, which supports the 
bills--or the bill, with the package of bills within it--in general is 
in no way--and I speak for the administration on this, having talked to 
them--an expression of opposition to the later amendments, none of the 
later amendments--and Members will debate them one way or the other, 
although I deeply regret that the Rules Committee only gave us 5 
minutes to debate controversial amendments on each side. I think that's 
a denigration of process.
  I would note we're probably going to finish up before noon today, or 
maybe 12:30. The notion that we couldn't have taken 20 minutes or even 
a half hour to debate a couple of these significant issues seems to me 
to be very, very regrettable.
  But I did want to make it clear that there are amendments that will 
be coming up that are not either supported or opposed by the 
administration; that is, they are not in opposition to the general 
approach. And since we only have 5 minutes, I will take a little of 
this time to note that, for example, there is one from Mr. Capuano, who 
is a very thoughtful student here, to make sure that when we talk about 
holders of record, that that's not a subterfuge, that the holders of 
record, we are talking about limiting the number, that you don't get a 
whole lot of people listed as one holder of record. I think that 
amendment by Mr. Capuano is wholly in the spirit of this bill.
  Mr. Peters' amendment, one of the things that we had talked about, 
the gentleman from Michigan (Mr. Peters), is to talk about the job 
impact. These have been listed as a ``jobs'' bill. We have one of those 
foolish acronyms of which I'm not very fond. They call this the 
``JOBS''--whatever. Well, Mr. Peters wants to know how many jobs are 
really going to be created. I think that's very helpful. Similarly, the 
gentlewoman from California (Mrs. Capps) wants to know about what the 
real impact is.
  So I will reserve the balance of my time at this point, but I did 
want to make clear that several of the subsequent amendments are not in 
any way derogatory to this bill. In fact, I say, look, if this bill 
does what it says, let's know about it.
  I reserve the balance of my time. I believe I have the right to 
close.
  The Acting CHAIR. The gentleman from Texas has the right to close 
because the gentleman is not a true opponent.
  Mr. McHENRY. Madam Chair, I am prepared to close.
  Mr. FRANK of Massachusetts. Well, I will take the rest of our time to 
say this--and this is another relevant issue: this is a bill which does 
unusual things to reduce what the SEC will have to do in some of these 
areas, not primarily that save time for the SEC, but in fact to try to 
make it less burdensome for the companies that are involved.
  But with that having been said, the reduction in SEC duties, which 
are really incidental to this bill, in no way removes the need for 
adequate funding for the SEC. One of the things that has been troubling 
to many of us is a tendency on the part of the majority to refuse the 
adequate funding to the SEC that it needs to carry out its new 
responsibilities. That's especially troubling because the SEC funds do 
not come from the taxpayers. The SEC is funded by a fee paid by those 
who participate in the securities business. In fact, as we are doing 
here, we are exempting the smaller people.
  So when we have the largest financial institutions in this country 
paying a relatively small fee, in fact, an absolutely small fee, we can 
fund the SEC adequately. What we have seen is a disturbing refusal on 
the part of the majority in this House to give the SEC the funds it 
needs. We gave the SEC increased powers over investor protection with 
fiduciary responsibilities over shareholder rights. We gave them 
increased powers, particularly over derivatives, which had gone 
unregulated for so long. We have had some criticism of the SEC for not 
moving more promptly. We have had some criticisms of the SEC for not 
doing a better job of enforcement. None of those are helped by starving 
them of funds.
  So when we have a situation where the majority does the financial 
community the favor of withholding funds that the administration has 
asked for for the SEC--and we've asked that it be funded at that 
adequate level--and by doing so not only damages the enforcement 
capabilities of the SEC, but gives an unjustified present to the 
largest financial institutions--investment houses and others--I think 
that a very grave error has been made.
  So I welcome the fact that we are making some minor reductions in the 
SEC burdens here as an incidence of trying to help the companies, but 
that does not justify fairly and adequately to fund the SEC out of fees 
assessed on the companies.
  Madam Chairman, I yield back the balance of my time.
  The Acting CHAIR. The Chair would clarify that the gentleman from 
North Carolina, the proponent, is recognized to close.
  Mr. McHENRY. Thank you, Madam Chair.
  I appreciate the more conciliatory tone in today's debate. It's 
fantastic, Madam Chair, to have the ranking member back in debating 
form today and permitted to debate on the House floor.
  This amendment is about investors, incubators, and start-ups. We've 
got wide endorsements from 155 folks from across America--both investor 
level, we have incubators, we have online platforms and forums that 
have endorsed this, including the founder of AOL, Steve Case, the 
founder of Netscape, Marc Andreessen, who is also a renowned investor 
in Silicon Valley.
  This is a great amendment that clarifies something that's very 
important for us to update in securities laws. I certainly appreciate 
the support across the aisle for this important issue as well. I'm glad 
it can be passed with bipartisan support.
  With that, I ask my colleagues to vote ``yes.''
  I yield back the balance of my time.
  The Acting CHAIR. The question is on the amendment offered by the 
gentleman from North Carolina (Mr. McHenry).
  The amendment was agreed to.


        Amendment No. 12 Offered by Mr. Miller of North Carolina

  The Acting CHAIR. It is now in order to consider amendment No. 12 
printed in House Report 112 409.
  Mr. MILLER of North Carolina. Madam Chair, I have an amendment at the 
desk.
  The Acting CHAIR. The Clerk will designate the amendment.
  The text of the amendment is as follows:

       Page 36, line 25, strike ``by 1,000 persons, and'' and 
     insert ``by either--
       ``(i) 2,000 persons, or
       ``(ii) 500 persons who are not accredited investors (as 
     such term is defined by the Commission), and''.

  The Acting CHAIR. Pursuant to House Resolution 572, the gentleman 
from North Carolina (Mr. Miller) and a Member opposed each will control 
5 minutes.
  The Chair recognizes the gentleman from North Carolina.
  Mr. MILLER of North Carolina. Madam Chair, I hate to be the only one 
at the campfire not singing ``Kumbaya,'' but I do part company with my 
President and with the ranking Democrat on the Financial Services 
Committee in their support for this bill.
  I do fear that if we cut back on the transparency and we cut back on 
the investor protections, it really is only going to take one or two 
well-publicized cases of investors losing their shirts, losing their 
retirement savings because they got defaulted for small business 
capital to dry up, to get harder to come by instead of easier to come 
by.

[[Page H1279]]

  But I do agree that governments should not go to great lengths to 
protect people who really can fend for themselves, who are more 
sophisticated, and who really knowingly decide that they do not want 
protections.

                              {time}  1030

  This amendment increases the exception from SEC registration to 2,000 
investors, provided that no more than 500 are not accredited investors. 
I think the importance of accredited investors, or their 
sophistication, may well be overstated. But they are, in fact, people 
who have well more than the net worth of most Americans. They have a 
net worth of $1 million, without consideration of equity in their home, 
which used to be more than it is now; or have an income of $200,000, 
annual income of $200,000 for an individual or $300,000 for a couple.
  More important, they actually have to fill out a form to ask to be an 
accredited investor. They have to opt in. They have to decide that they 
do want to be outside of some of the protections of the SEC. So this 
will limit some of the effect of the bill to investors who are somewhat 
more able to fend for themselves, are somewhat more sophisticated, and 
are more able to take a loss in investing in a small business that may 
be a greater risk of an investment, an investment which may be more of 
a risk but may also promise more reward.
  I yield back the balance of my time.
  Mr. SCHWEIKERT. Madam Chairman, I rise to claim the time in 
opposition, though I do not oppose the underlying amendment.
  The Acting CHAIR. Without objection, the gentleman from Arizona is 
recognized for 5 minutes.
  There was no objection.
  Mr. SCHWEIKERT. Madam Chair, this is one of those occasions where Mr. 
Miller and his staff--I extend an appreciation. We've gone back and 
forth in discussion over the last year, you know, what should the 
number be. We all came to a collective agreement that 500 was far too 
small for capital formation. Was 2,000 appropriate? Well, should be it 
2,000 accredited? Well, what should be the unaccredited portion for 
that?
  I think this is what we'll call an appropriate compromise, and I 
thank Mr. Miller for bringing this to us and helping us get there. What 
this ultimately does is allow an organization to have investors, up to 
2,000. Five hundred of those can be unaccredited. The other 1,500 have 
to fill out the form; have to have net assets over $1 million, 
exclusive of their home; a couple hundred thousand dollars a year 
income, $300,000 if they're a married couple.
  So at that point, we've made the decision that this somewhat more 
sophisticated population gets to participate, but they have to opt in. 
And yet, we still do not lock out those who are, shall we say, working 
their way to becoming that next sophisticated population.
  So, Madam Chairwoman, we support this amendment.
  I yield back the balance of my time.
  The Acting CHAIR. The question is on the amendment offered by the 
gentleman from North Carolina (Mr. Miller).
  The amendment was agreed to.


               Amendment No. 13 Offered by Mr. Schweikert

  The Acting CHAIR. It is now in order to consider amendment No. 13 
printed in House Report 112 409.
  Mr. SCHWEIKERT. Madam Chair, I have an amendment at the desk.
  The Acting CHAIR. The Clerk will designate the amendment.
  The text of the amendment is as follows:

       Page 37, after line 22, insert the following:

     SEC. 504. COMMISSION STUDY OF ENFORCEMENT AUTHORITY UNDER 
                   RULE 12G5-1.

       The Securities and Exchange Commission shall examine its 
     authority to enforce Rule 12g5-1 to determine if new 
     enforcement tools are needed to enforce the anti-evasion 
     provision contained in subsection (b)(3) of the rule, and 
     shall, not later than 120 days after the date of enactment of 
     this Act transmit its recommendations to Congress.
       The table of contents in section 2 of the bill is amended 
     by inserting after the item relating to section 503 the 
     following new item:
Sec. 504. Commission study of enforcement authority under Rule 12g5-1

  The Acting CHAIR. Pursuant to House Resolution 572, the gentleman 
from Arizona (Mr. Schweikert) and a Member opposed each will control 5 
minutes.
  The Chair recognizes the gentleman from Arizona.
  Mr. SCHWEIKERT. Madam Chairman, we'll call this amendment a study 
amendment, but we've had repeated discussions on the difference between 
shareholders of record and beneficial interests. So think of this: we 
have just raised the number of shareholders that an organization can 
have. Okay.
  Well, what if you're a broker-dealer? Do you count as one? Do you 
count as many? And does it actually make any difference in investor 
protection?
  So, in this amendment, we basically say, All right, SEC, we believe 
you already have this authority. Please, for the first 120 days look 
into this, see if it causes any harm. If it doesn't, make that 
decision.
  We felt this would be a rational way to approach the question because 
it was a repeated discussion within committee, and just simply say, All 
right, if it's a problem, SEC, you have the authority. If not, let's 
move forward.
  But it's a good example of us not legislating something that, at this 
point, may be just folklore.
  Madam Chairman, I reserve the balance of my time.
  Mr. WELCH. Madam Chairman, I rise to claim the time in opposition, 
even though I'm not opposed, and I'd like to speak generally on H.R. 
3606.
  The Acting CHAIR. Without objection, the gentleman from Vermont is 
recognized for 5 minutes.
  There was no objection.
  Mr. WELCH. First of all, it's very refreshing that we have 
legislation that's focused on improving the business climate that we're 
doing together, and we've had some internal squabbles about whose name 
should go first. I'm not sure it amuses the American people. But the 
bottom line here that should encourage the American people is that we 
have bipartisan legislation that is going to do positive things for the 
business climate, certainly in Vermont and around the country.
  I want to thank my colleagues, Mr. Fincher, Mr. Himes, Mr. Carney, 
and Mr. Schweikert, for working together so well to bring this 
legislation to the floor. And there are a number of good things here.
  We don't have to exaggerate this as the answer to the real challenge 
we have in creating jobs. But you know what? Just selling this for what 
it is is a good thing, and it's a good thing because it does practical 
things to help us improve our business climate, particularly for small 
businesses, and for the rare time that we have this opportunity, we're 
doing it together.
  But the legislation, overall, does a number of good things. The IPO 
on-ramp that is going to allow companies that need access to capital 
fewer barriers to get access to capital, particularly our small 
companies, where the cost of putting together an initial public 
offering is very significant, oftentimes prohibitive, that's a very 
good thing.
  The Access to Capital for Job Creators Act that removes the 
regulatory ban that prevents small, privately held companies from using 
advertisements to solicit investors for private offerings, so they are 
allowed to let the word go out that they are open for business and they 
want investors, that's a good thing.
  The Entrepreneur Access to Capital Act permits crowdfunding to 
finance new businesses by allowing companies to accept and pool 
donations up to $1 million. Again, a very practical step to take. Good 
step to take.
  The Small Companies Capital Formation Act that Mr. Schweikert, my 
colleague from Arizona, pioneered raises the offering threshold for 
companies exempted from registration with the U.S. Securities and 
Exchange Commission from $5 million, the threshold, to $50 million.
  Mr. Schweikert, again, you've been busy. The Private Company 
Flexibility and Growth Act raises the threshold for mandatory SEC 
registration for companies from 500 to 1,000 shareholders. We've got a 
company in Newport, Vermont, that has been under a lot of regulatory 
pressure. They can't go over that 500 threshold. This is going to be 
very helpful, Madam Chairman, to that company to get access to capital, 
and it's going to make certain that the SEC regulations are still 
complied with.

[[Page H1280]]

  Then the provision that raises the threshold for mandatory SEC 
registration for community banks from 500 to 1,000 shareholders, that's 
going to have a direct impact on a bank in Newport, Vermont.
  So these are all practical steps. I don't think we need to oversell 
it. It's not the step that is going to get us down to an unemployment 
rate of 1 or 2 or 3 percent that all of us aspire to, and there's a 
tendency in this body sometimes to oversell what we're doing. But you 
know what? We shouldn't minimize what we're doing as well. And these, 
again, practical, sensible small business-oriented steps that are taken 
on a bipartisan basis. This is a good thing that we're doing.
  I yield back the balance of my time.
  Mr. SCHWEIKERT. Madam Chairman, I am prepared to close.
  The Acting CHAIR. The gentleman is recognized.
  Mr. SCHWEIKERT. May I request the time available?
  The Acting CHAIR. The gentleman has 4 minutes remaining.
  Mr. SCHWEIKERT. Well, hopefully, I won't take 4 minutes here.
  Madam Chairman, this amendment is actually very, very simple. We're 
basically reaching out to the SEC saying, Look, come back, make your 
determination, and let us know within 120 days if you see this is an 
actual issue.
  The language in here--``not later than 120 days after the enactment 
of this act transmit its recommendations to Congress''--this is 
actually, I believe, a good, workable, rational answer to much of the 
discussion that happened in the Financial Services Committee. It also 
has the SEC stand up and say yes, they have the authority, or no, they 
don't, and then transmit that back to us in the committee.
  With that, Madam Chairman, I yield back the balance of my time.
  The Acting CHAIR. The question is on the amendment offered by the 
gentleman from Arizona (Mr. Schweikert).
  The amendment was agreed to.


                Amendment No. 14 Offered by Mr. Capuano

  The Acting CHAIR. It is now in order to consider amendment No. 14 
printed in House Report 112 409.
  Mr. CAPUANO. I have an amendment at the desk.
  The Acting CHAIR. The Clerk will designate the amendment.
  The text of the amendment is as follows:

       Page 37, after line 22, insert the following (and amend the 
     table of contents accordingly):

     SEC. 504. STUDY, REPORT, AND RULEMAKING.

       (a) Study.--The Securities and Exchange Commission shall 
     conduct a study regarding whether the term ``held of record'' 
     (as defined pursuant to section 12(g)(5) of the Securities 
     Exchange Act of 1934) should be changed--
       (1) to mean the beneficial owner of the security; and
       (2) to address anti-evasion concerns, such as those 
     described under section 240.12g5-1(b)(3) of title 17, Code of 
     Federal Regulations.
       (b) Report.--Not later than 6 months after the date of the 
     enactment of this Act, the Commission shall submit a report 
     to the Congress containing the conclusions of the study 
     carried out under subsection (a).
       (c) Rulemaking.--If, based on the study conducted pursuant 
     to subsection (a), the Commission concludes that a change to 
     the definition of the term ``held of record'' is necessary 
     and appropriate in the public interest and for the protection 
     of investors, then, not later than 1 year after the date of 
     the enactment of this Act, the Commission shall revise such 
     definition.

  The Acting CHAIR. Pursuant to House Resolution 572, the gentleman 
from Massachusetts (Mr. Capuano) and a Member opposed each will control 
5 minutes.
  The Chair recognizes the gentleman from Massachusetts.
  Mr. CAPUANO. Madam Chair, this amendment is actually just to 
piggyback on the previous one that we just adopted by voice vote. It's 
just a little bit more specific. And honestly, had I known the 
gentleman was going to offer the other amendment, I might have worked 
with him a little bit more to make it more specific.
  In some levels it's redundant, but this particular one is more 
specific as to what the issue is. It's actually the specific issue that 
Mr. Schweikert pointed out, which is the definition of the beneficial 
owner.

                              {time}  1040

  Right now, when Facebook went public, they allowed one or two or 
three or a handful of investors to be counted as one. Broker-dealers 
can hold investments on behalf of thousands, an unlimited number of 
people. The concept of having 2,000 or 1,000, I respect the gentleman's 
comments previously that there is no magic number--2,000 sounds fine, 
1,000 was fine. That's all well and good, and there is no magic answer 
to that number. I think the compromise that was reached was pretty 
reasonable.
  At the same time, what it doesn't address, which is exactly what the 
gentleman said earlier, is that each one of these 2,000 people in 
theory and in reality often do hold the beneficial interest of tens of 
thousands of people. I'm not talking about mutual funds. But these are 
the people that have the authority to direct the broker-dealer to act 
on their behalf. All this says is it does very similar, but it directs 
the SEC to look at this specific issue, and to do it within 6 specific 
months and to come back not just with recommendations to Congress, but 
if they determine it's an appropriate issue, to actually act.
  I don't think there is any disagreement that the SEC has the current 
authority under current law to do this action if they choose to do it. 
All this says is rather than simply coming back to Congress with a 
proposal that if they see the appropriate thing to do is act, that they 
should do it within 6 months. It is very similar. On many levels it 
overlaps. It's a technical difference, and a more specific amendment.
  I reserve the balance of my time.
  Mr. SCHWEIKERT. Madam Chairman, I claim the time in opposition.
  The Acting CHAIR. The gentleman from Arizona is recognized for 5 
minutes.
  Mr. SCHWEIKERT. I appreciate our friend from Massachusetts. I do 
believe, though, that we are about to be somewhat duplicative to the 
amendment that we just did.
  I accept that there is a little bit more here that is a bit more 
specific, but it is, I hate to say, not necessary. We just passed an 
amendment that I believe accomplishes where the gentleman from 
Massachusetts wishes to go, and therefore, I don't see this amendment 
as actually being necessary.
  I reserve the balance of my time.
  Mr. CAPUANO. Madam Chair, as the gentleman said in his debate on his 
bill, even that was unnecessary because the SEC has the authority to do 
this now. That was unnecessary, and I agree this in theory is 
unnecessary. The only difference is that this tells the SEC that if 
they determine that it is a problem, that they are required to act. 
That's the only major difference here, and they're required to act 
within any specific period of time.
  The previous amendment, also unnecessary pursuant to current law, 
does direct the SEC look at an issue and make recommendations to 
Congress. That's all it says. You can actually argue that that might 
undermine the SEC's authority to take action. I don't think that it 
does, but you could make that argument if you so chose. This amendment, 
I agree, is overlapping; but it is not fully redundant, and it keeps 
the clarification that the SEC is empowered to act now to take action. 
That's the only major difference.
  I reserve the balance of my time.
  Mr. SCHWEIKERT. I yield myself the remainder of my time.
  I appreciate the part of the argument here, but in the amendment we 
just passed, we basically, I believe, did what the Congress is supposed 
to do. We asked the SEC to come back to us within that 120 days, say 
all right, here's your authority. Do this, do that. Here's where we see 
a problem. Here's where we don't see a problem. Actually, I think 
that's actually where those questions come from.
  Mr. CAPUANO. Will the gentleman yield for a question?
  Mr. SCHWEIKERT. I do yield.
  Mr. CAPUANO. Will the gentleman agree that the SEC is currently 
empowered to take these actions on their own without congressional 
approval?
  Mr. SCHWEIKERT. Reclaiming my time, I actually do.
  Mr. CAPUANO. If the gentleman agrees with that and the gentleman 
agrees that his amendment, his proposal, which I agree with that we 
just adopted, doesn't undermine that authority at all, would the 
gentleman agree with that?

[[Page H1281]]

  Mr. SCHWEIKERT. Would the gentleman restate the question?
  Mr. CAPUANO. I simply asked under the amendment that we just adopted, 
your previous amendment, do you think in any way that that undermines 
the current ability of the SEC to take action? I would think that it 
doesn't, but I'm just trying to build the record to be clear as to what 
it does.
  Mr. SCHWEIKERT. Reclaiming my time, actually, where I think it's a 
really interesting part of the discussion is, all right, if I do 
believe the SEC actually has this authority, but at the same time, I 
also believe you and I and all of us in this body are responsible for 
the ultimate policy, that this policy should be coming back before us, 
particularly those in the Financial Services Committee, because we're 
going to also see it as it ties into this whole package of legislation, 
but also other moving parts out there.
  Substantially, for that reason, I must tell you I preferred the 
amendment we just adopted over the one you've offered because it does 
say that provision, if it comes back before us, yes, the SEC may have 
this authority; but we're also going to be the ones also touching it 
and saying, yes, but it needs to be in context.
  With that, I reserve the balance of my time.
  Mr. CAPUANO. I don't disagree with anything that the gentleman just 
said. I happen to agree that Congress should exercise its 
responsibility every time, but I also understand and I also agree that 
we have empowered various agencies across the government to take action 
on their own. We agree that the SEC has current action; and I would 
argue very clearly that this amendment, this bill, doesn't change the 
SEC's authority. If they would come out with a ruling tomorrow that 
defined ``beneficial owner'' or ``owner of record'' in a different 
way--that they're fully authorized to do so--all this amendment does is 
suggest that they do, actually requires them to do so one way or the 
other.
  Even if they disagree with me, this doesn't direct them to agree with 
me. This simply directs them to act if they determine that they should.
  I would also argue very clearly that if that's the determination that 
they make, that they will act anyway, and that's the way it should be. 
That's all this amendment does is try to draw a big bold line under a 
potential massive loophole that could be utilized by not necessarily 
most people but by a few nefarious people who might intend to defraud 
people, and that's all this is intended to do--close one more door that 
can be used by people that should be used.
  I yield back the balance of my time.
  Mr. SCHWEIKERT. Madam Chairman, may I request the time remaining.
  The Acting CHAIR. The gentleman from Arizona has 2\1/2\ minutes 
remaining.
  Mr. SCHWEIKERT. Madam Chairman, I appreciate the discussion, and I 
know we may be bordering on that line of being esoteric. I actually 
believe that we took care of much of this concern in the previous 
amendment. If you are with us and agree, we're literally looking at two 
tracks here. The SEC does hold authority. At the same time, we also 
want this brought back to us if the SEC does see an issue. That's the 
proper venue. It is the proper venue that we passed in the previous 
amendment, therefore making this amendment somewhat duplicative.
  I yield back the balance of my time.
  The Acting CHAIR. The question is on the amendment offered by the 
gentleman from Massachusetts (Mr. Capuano).
  The amendment was rejected.


                 Amendment No. 15 Offered by Mr. Peters

  The Acting CHAIR. It is now in order to consider amendment No. 15 
printed in House Report 112 409.
  Mr. PETERS. I have an amendment at the desk.
  The Acting CHAIR. The Clerk will designate the amendment.
  The text of the amendment is as follows:

       At the end of the bill insert the following:
   TITLE VII--REQUIRED DISCLOSURE OF NUMBER OF DOMESTIC AND FOREIGN 
                               EMPLOYEES

     SEC. 701. REQUIRED DISCLOSURE OF NUMBER OF DOMESTIC AND 
                   FOREIGN EMPLOYEES.

       Section 13 of the Securities Exchange Act of 1934 (15 
     U.S.C. 78m) is amended by adding at the end the following new 
     subsection:
       ``(r) Disclosure of Number of Domestic and Foreign 
     Employees.--
       ``(1) In general.--Beginning the first full fiscal year 
     that begins after the date of enactment of this subsection, 
     each issuer required to file reports with the Commission 
     pursuant to subsection (a) shall disclose annually to the 
     Commission and to shareholders--
       ``(A) the total number of employees of the issuer and each 
     consolidated subsidiary of the issuer who are domiciled in 
     the United States and listed by number in each State;
       ``(B) the total number of such employees physically working 
     in and domiciled in any country other than the United States, 
     listed by number in each country; and
       ``(C) the percentage increase or decrease in the numbers 
     required under subparagraphs (A) and (B) from the previous 
     reporting year.
       ``(2) Exemptions.--
       ``(A) Newer public companies.--An issuer shall not be 
     subject to the requirement under paragraph (1) for the first 
     5 years after the issuer is first required to file reports 
     with the Commission pursuant to subsection (a).
       ``(B) Emerging growth companies.--An issuer that is an 
     emerging growth company shall not be subject to the 
     requirement under paragraph (1).
       ``(3) Regulations.--The Commission may promulgate such 
     regulations as it considers necessary to implement the 
     requirement set forth in paragraph (1).''.
       Amend the table of contents in section 2 by adding at the 
     end the following new items:

   TITLE VII--REQUIRED DISCLOSURE OF NUMBER OF DOMESTIC AND FOREIGN 
                               EMPLOYEES

Sec. 701. Required disclosure of number of domestic and foreign 
              employees

  The Acting CHAIR. Pursuant to House Resolution 572, the gentleman 
from Michigan (Mr. Peters) and a Member opposed each will control 5 
minutes.
  The Chair recognizes the gentleman from Michigan.
  Mr. PETERS. I yield myself such time as I may consume.
  Madam Chair, I'm the cosponsor of H.R. 3630 because I believe that 
this bipartisan legislation has the potential to create thousands of 
jobs in the coming years.
  My amendment improves this bill by ensuring that those jobs stay here 
in the United States and in our local communities.
  When I meet with constituents, one of their top concerns is the 
persistent outsourcing of American jobs. Between 2000 and 2009, 
multinational corporations cut 2.9 million U.S. jobs while adding 2.4 
million jobs overseas.

                              {time}  1050

  Millions more jobs in diverse sectors, such as the life sciences, 
agriculture, and sales, could be moving abroad over the next few years. 
Annual job losses to offshoring have been estimated to be around 
300,000. Those 300,000 job losses, of course, are significantly slowing 
net job creation at a time when we need it most in this country.
  My amendment will simply require publicly held companies to disclose 
where their employees are located in their annual SEC filings. Are 
their employees here in the United States or are they overseas? While 
there is consistent concern in this Chamber regarding new regulations 
on businesses, I think we can all agree that employers know where they 
are sending their paychecks every month, and this bill specifically 
exempts newly appointed companies for 5 years.
  With unemployment above 8 percent and persistently high unemployment 
rates possible in the coming years, policymakers at every level of 
government must look at all credible options for creating jobs. 
Analyzing the effectiveness of past and future job policies is 
difficult without knowing whether corporations benefiting from tax 
incentives or other policies are creating the jobs here in America or 
abroad. Additionally, responsible investors have a right to know how 
publicly traded companies are spending their money and whether they are 
hiring and investing in the United States or are sending their 
resources overseas.
  I urge my colleagues to support this amendment and to support the 
underlying bill.
  I reserve the balance of my time.
  Mr. HENSARLING. I rise in opposition to the amendment.
  The Acting CHAIR. The gentleman from Texas is recognized for 5 
minutes.
  Mr. HENSARLING. I guess the threshold question I have to ask is: How 
does this amendment help jump-start business start-ups?
  What this amendment does is require one more disclosure report. Much 
of

[[Page H1282]]

this, frankly, I do not believe to be germane to the underlying bill, 
but it is here before us. Nonetheless, it is one more regulatory 
burden. It is one more cost imposed upon our job creators. It is one 
more piece of red tape when already the Small Business Administration 
under the Obama administration has reported the total regulatory cost 
amounts to $1.75 trillion annually, which is enough money for 
businesses to provide 35 million private sector jobs with an average 
salary of $50,000. The same report from the Obama administration's 
Small Business Administration has reported that 64 percent of all new 
jobs in the past 15 years have come from small business. Yet these 
small businesses face an annual regulatory cost of $10,585 per 
employee.
  So, again, I begin to wonder. I know every single report, every 
single study, every single regulation has, perhaps, some beneficial 
purpose, but the cumulative impact of them all, Madam Chair, is hurting 
our businesses.
  According to a recent Chamber of Commerce small business survey, 78 
percent of small businesses surveyed report that taxation, regulation, 
legislation from Washington is what is making it harder for their firms 
to hire more individuals. What we understand from the Office of 
Information and Regulatory Affairs, a division of OMB, is that during 
the first 3 years of the President's administration, we have seen a 95 
percent increase in the average number of completed regulations deemed 
economically significant to our economy--almost double. The 
administration has currently proposed 3,118 regulations. Again, at what 
point do you begin to say enough is enough?

  I understand the purpose of the gentleman's amendment, but I think we 
know that we have lost far too many jobs overseas. It's not a matter of 
documenting the symptom; it's getting to the disease. What is the root 
cause? Well, we know what the root cause is. The root cause is too much 
red tape. It's bills like the President's health care plan, which is an 
anathema to small businesses across the land--2,000 pages of 
legislation that have promulgated even more regulations. Talk to any 
small business person in America, and the person will cite the 
President's health care program as something that is inhibiting job 
growth.
  This regulatory burden almost doubles economically significant 
regulations imposed. That's what's chasing jobs overseas--taxation. The 
President is proposing $1.9 trillion more in taxes, much of it to fall 
upon small businesses; and we wonder why we're losing jobs overseas? 
That's what needs to be documented--not the fact that it's happening, 
but the root causes. That would be more worthy of a study.
  At this point, the purpose of this bill is to help bring more 
companies on to this IPO on-ramp. This is at cross-purposes, and I 
would urge my colleagues to defeat this.
  I reserve the balance of my time.
  Mr. PETERS. I would like to respond to my esteemed colleague in a 
couple of respects.
  He mentions that this is outside the scope of the legislation, that 
this is really not germane to what we're dealing with. I think, 
hopefully, my colleague will agree with me that this legislation is 
about jobs, that it is about creating jobs. More importantly, it is 
about making sure that those jobs are here in the United States. My 
colleague across the aisle wants to create jobs overseas. He can do 
that somewhere else. He should not be doing it in the legislation 
before us.
  This is about empowering American businesses to hire American workers 
in order to grow the American economy. For us to do that, though, we 
need to have information. We have to know whether or not these policies 
that we are implementing are, indeed, doing what they are intended to 
do, which is to create jobs in the United States.
  My colleague argues that this is somehow some incredible burden on 
companies to be able to report this. I want to remind my colleague that 
they already do report the number of employees they have. That is part 
of the SEC filings that currently public corporations are required to 
file. All this does is ask where those employees are. Are they in the 
United States or are they overseas? To argue that this is somehow some 
incredible administrative burden would be to argue that these companies 
have no idea where they are sending their paychecks and that they're 
going to need to have some sort of expensive compliance mechanism put 
in place. I would argue companies know exactly where they send those 
paychecks each and every month. They know if they're sending them to 
the United States, and they know if they're sending them overseas.
  This is easy to comply with, but it is absolutely essential 
information for those of us as policymakers who hear from companies 
regularly that only if we were to adopt this policy they would create 
jobs. Well, if we adopt that policy, I would like to see that those 
jobs are actually being created in America and not overseas. We need to 
have that transparency.
  Additionally, this amendment is very careful to exempt new companies, 
those that are first filing. The initial first 5 years of a start-up 
company do not have to file this; but what often happens with these new 
start-up companies is that they start up in the United States. When 
they then move to scale up operations and really start selling 
products, all too often we see those companies sending those jobs 
overseas, and the scale-up--most of the jobs, most of the good-paying 
middle class jobs, which are critical for a strong economy and for a 
strong democracy, are being sent overseas.
  We need to know. We need to have the transparency. That's simply what 
this amendment does, and I would urge its adoption.
  I yield back the balance of my time.
  Mr. HENSARLING. I would inquire of the Chair how much time I have 
remaining.
  The Acting CHAIR. The gentleman from Texas has 1 minute remaining.
  Mr. HENSARLING. In that case, Madam Chair, I yield the balance of my 
time to the gentleman from Tennessee (Mr. Fincher).
  Mr. FINCHER. I thank the gentleman for yielding.
  I appreciate Mr. Peters' concerns, but this is about the private 
sector creating jobs. As we've been here as freshmen for a year and a 
few months, we have to remind ourselves in this body that jobs are not 
created in the Halls of Congress, they're created in the private 
sector, which is what this jobs package will do for America. It lets 
the private sector get back in the business of creating jobs. I do 
appreciate the concern, but we're looking out for America here, not 
overseas jobs. We're looking at bringing back jobs, lowering 
unemployment and letting the private sector get back in the driver's 
seat of our economy.
  American businesses don't need more mandates from Washington. I 
couldn't help but hear ``we, we, we'' and ``us, us, us'' here in the 
House. Let's get back to the people and to the private sector.
  While I understand, again, that the gentleman's intention may be to 
encourage more companies to keep jobs at home, I think this amendment 
would only add to the list of reasons a company chooses a path other 
than going public, which leads to less job creation at home. So I urge 
my colleagues to vote ``no'' on this amendment.
  The Acting CHAIR. The question is on the amendment offered by the 
gentleman from Michigan (Mr. Peters).
  The question was taken; and the Acting Chair announced that the noes 
appeared to have it.
  Mr. PETERS. Madam Chair, I demand a recorded vote.
  The Acting CHAIR. Pursuant to clause 6 of rule XVIII, further 
proceedings on the amendment offered by the gentleman from Michigan 
will be postponed.

                              {time}  1100


                 Amendment No. 16 Offered by Mrs. Capps

  The Acting CHAIR. It is now in order to consider amendment No. 16 
printed in House Report 112 409.
  Mrs. CAPPS. Madam Chair, I have an amendment at the desk.
  The Acting CHAIR. The Clerk will designate the amendment.
  The text of the amendment is as follows:

       Add at the end the following (and conform the table of 
     contents accordingly):
              TITLE VII--REPORT ON IPOS AND MANUFACTURING

     SEC. 701. REPORT.

       After the end of the 1-year period beginning on the date of 
     the enactment of this Act, the Securities and Exchange 
     Commission shall issue a report to the Congress on

[[Page H1283]]

     the increase in initial public offerings that resulted from 
     this Act and the amendments made by this Act, including the 
     specific increases in offerings by companies in the 
     manufacturing industry and the high technology industry.

  The Acting CHAIR. Pursuant to House Resolution 572, the gentlewoman 
from California (Mrs. Capps) and a Member opposed each will control 5 
minutes.
  The Chair recognizes the gentlewoman from California.
  Mrs. CAPPS. Madam Chair, I rise today to offer a straightforward 
amendment to H.R. 3606, the Jumpstart Our Business Startups Act.
  My amendment would simply direct the Securities and Exchange 
Commission to conduct a study 1 year after enactment of the law to 
determine the increase in initial public offerings, or IPOs, resulting 
from this legislation. The study would also include data specifically 
on the increases in the manufacturing and high-technology industries.
  Though I have concerns about the underlying bill, I plan to support 
it because I believe it will help small high-tech manufacturers, 
particularly many in my congressional district, to grow and to hire. 
However, I also believe we must take steps to ensure these provisions 
are actually working and our innovative entrepreneurs and small 
business are getting the support they need.
  Madam Chair, as our Nation has struggled these past few years from 
the economic crisis, we have taken a hard look at what is required for 
our economy to grow and to thrive into the future. One thing we have 
all agreed upon is the need to Make It in America.
  Of course, this means rebuilding and re-energizing American 
manufacturing, especially in high-tech. America's greatest export has 
always been our innovative ideas. For decades, we excelled at both 
imagining and building new products here in America. But in recent 
years, we've lost so many manufacturing plants and the millions of 
quality middle class jobs that came with them.
  Small start-ups and local companies have been replaced with large 
global corporations who have exported our best ideas and our jobs 
overseas. This has to stop.
  Encouraging growth in high-tech manufacturing here at home is 
critical to rebuilding our economy to better compete in the 21st 
century. Whether it's in clean energy, defense, or computer science, 
high-tech manufacturers are creating jobs, spurring economic growth, 
and helping our Nation regain its rightful place as the global leader 
in innovation and manufacturing.
  What my amendment will simply ensure is this bill is actually 
accomplishing what it is supposed to accomplish. It will ensure that 
these reforms are helping high-tech entrepreneurs and small businesses 
grow and hire more workers.
  I'm fortunate in my district to see firsthand the tremendous success 
these innovative high-tech manufacturers can have in the 21st century 
economy, companies like Transphorm, Inogen, Trust Automation, MariPro, 
Owl Biomedical, and Wyatt Technologies. They're all homegrown, often 
with ideas first hatched at our public universities like UC Santa 
Barbara and Cal Poly San Luis Obispo.
  These companies, and so many more like them, are all innovating, 
expanding, and creating quality local, good-paying jobs on California's 
central coast. These innovative businesses have weathered the economic 
crisis better than anyone else, and they've done this not by 
outsourcing jobs or cutting pay and benefits. They are doing it the 
old-fashioned way by constantly innovating and outthinking their 
competition. They demonstrate the critical link between education, 
innovation, and our economy. Well, the reforms in the underlying bill 
are certainly important. We can't lose sight of the many other critical 
policies that help nurture and grow small business.
  As I meet with small business owners and entrepreneurs throughout my 
district, I hear about access to capital and cutting red tape, of 
course. But I also hear about the importance of funding our local 
community colleges and universities, improving local infrastructure, 
and protecting critical Federal programs like the Small Business 
Innovation Research, SBIR, under the Small Business Administration.
  This bill certainly moves us in the right direction, but we need to 
do so much more. We need to take up a long-term transportation bill 
that rebuilds our crumbling roads, bridges, and railways without 
partisan gimmicks and giveaways.
  We need to address the ongoing housing crisis that continues to drag 
down our economy and force families from their homes. We need to close 
the gaping loopholes in our Tax Code that encourage companies to ship 
jobs overseas.
  Madam Chair, this bill is a positive step forward, but as many of my 
colleagues have pointed out, there is room for improvement. While I 
hope this bill can be improved as it moves forward, I plan to support 
it because it includes important reforms that will help small 
businesses. We must also ensure these reforms are actually helping the 
businesses that need it most, our small manufacturers and innovators.
  My amendment will make that happen, and I urge my colleagues to 
support it.
  I reserve the balance of my time.
  Mr. HENSARLING. Mr. Chairman, I rise to claim time in opposition.
  The Acting CHAIR. The gentleman from Texas is recognized for 5 
minutes.
  Mr. HENSARLING. Madam Chair, this, again, the underlying piece of 
legislation is a piece of legislation that is designed to ensure that 
small businesses have an on-ramp to equity financing into the IPO 
market. Let's recall again, why are we seeing so few IPOs? Why are we 
continuing in this 8 percent-plus unemployment environment for over 3 
years, the longest period of sustained high unemployment since the 
Great Depression?
  Well, I listen closely to businesspeople in the Fifth Congressional 
District of Texas. I listen to other job creators around America, and 
here's what I hear.
  John Mackey, cofounder and CEO of Whole Foods Market:

       In some cases regulations have gone too far, and it really 
     makes it difficult for small businesses. There's too much 
     bureaucracy and red tape. Taxes on business are very high. So 
     we're not creating the enabling conditions that allow 
     businesses to get started.

  We're trying to cut away red tape with this JOBS Act.
  Andrew Puzder, CEO, CKE Restaurants:

       Government just doesn't understand how much uncertainty it 
     creates in the economy when it attempts to regulate what the 
     private sector does, and it really doesn't understand what 
     the private sector does.

  Bernie Marcus, cofounder, former CEO of Home Depot:

       Having built a small business into a big one, I can tell 
     you that today the impediments that the government imposes 
     are almost impossible to deal with. Home Depot would have 
     never succeeded if we tried to start it today.

  Let me repeat that, Madam Chair. Home Depot would never have 
succeeded if we tried to start it today.
  Every day you see rules and regulations from a group of Washington 
bureaucrats who know nothing about running a business, and I mean every 
day. It's become stifling.
  If you're a small businessman, the only way to deal with it is to 
work harder, put in more hours, and let people go. When you consider 
that something like 70 percent of the American people work for small 
businesses, you are talking about a big economic impact.
  Just three voices, Madam Chair, from America's job creators. Again, 
it's not a real secret why we've had a dearth of IPOs.
  I understand the gentlelady's amendment is to have the SEC issue a 
report, number one. I would also note, since these are public filings, 
we ourselves, as Members of Congress, will have no trouble whatsoever 
understanding how many companies will go public in the next year.
  I understand the gentlelady's argument, I respect that, but, again, 
it's just one more reporting burden that, frankly, is being placed on 
the SEC. Now, we've had a debate, and the ranking member has brought up 
many times he's unhappy with the level of funding that the SEC has 
received. In fact, I would note, however, that even the President of 
the United States in his budget is not trying to give the SEC what they 
have requested.
  But what the ranking member has said:


[[Page H1284]]


       Studies are not done for free by the SEC. I think we have 
     got a further burdening of the SEC with more work. Given the 
     current decision to restrict SEC funding, I will be much more 
     careful about burdening them with studies which will 
     inevitably come at the expense of more important duties.

  Again it's a debate. Does the SEC have the right amount of resources, 
too much, too many? I don't know, that's a legitimate debate.
  But, apparently, he thought strongly enough that we should not be 
burdening the SEC with further burdens at this time. For all of those 
reasons, I would urge that we defeat the amendment.
  I reserve the balance of my time.
  Mrs. CAPPS. Madam Chair, I yield myself the balance of my time.
  As I said initially, this amendment is simple and it's 
straightforward. It simply ensures that the provisions of the bill are 
actually helping small business grow and hire more workers. It's an 
amendment about oversight and accountability, and it focuses especially 
on the manufacturers and high-tech innovators that are so critical to 
future economic growth.
  Madam Chair, how much time remains on our side?
  The Acting CHAIR. The gentlewoman from California has 5 seconds 
remaining.
  Mrs. CAPPS. I yield the balance of my time to my ranking member, the 
gentleman from Massachusetts (Mr. Frank).

                              {time}  1110

  Mr. FRANK of Massachusetts. I appreciate the gentleman from Texas 
selectively quoting me. I do not want to pile on studies, but this one 
makes a great deal of sense.
  Mr. HENSARLING. Madam Chair, may I inquire how much time I have 
remaining.
  The Acting CHAIR. The gentleman from Texas has 1 minute remaining.
  Mr. HENSARLING. Madam Chair, I yield myself the balance of my time.
  Among other reasons I think we should oppose this amendment, number 
one, I'm not sure what we're going to learn in 1 year. We didn't get 
into this terrible environment of high unemployment overnight. Frankly, 
it took 3 years of the burdens that this administration has placed on 
small businesses. I don't know if we are going to get out of it 
overnight. So, number one, I don't believe that 1 year is particularly 
helpful.
  But, again, we can have a debate about the root causes. We're already 
going to know which companies go public. And at some point in time you 
have to say are the benefits to be derived from the report, from the 
regulation, worth the cost? I simply don't see it, Madam Chair. Again, 
I urge defeat of the amendment.
  I yield back the balance of my time.
  The Acting CHAIR. The question is on the amendment offered by the 
gentlewoman from California (Mrs. Capps).
  The question was taken; and the Acting Chair announced that the noes 
appeared to have it.
  Mrs. CAPPS. Madam Chair, I demand a recorded vote.
  The Acting CHAIR. Pursuant to clause 6 of rule XVIII, further 
proceedings on the amendment offered by the gentlewoman from California 
will be postponed.


                Amendment No. 17 Offered by Mr. Loebsack

  The Acting CHAIR. It is now in order to consider amendment No. 17 
printed in House Report 112 409.
  Mr. LOEBSACK. Madam Chair, I have an amendment at the desk.
  The Acting CHAIR. The Clerk will designate the amendment.
  The text of the amendment is as follows:

       Add at the end the following (and conform the table of 
     contents accordingly):

               TITLE VII--OUTREACH ON CHANGES TO THE LAW

     SEC. 701. OUTREACH BY THE COMMISSION.

       The Securities and Exchange Commission shall provide online 
     information and conduct outreach to inform small and medium 
     sized businesses, women owned businesses, veteran owned 
     businesses, and minority owned businesses of the changes made 
     by this Act.

  The Acting CHAIR. Pursuant to House Resolution 572, the gentleman 
from Iowa (Mr. Loebsack) and a Member opposed each will control 5 
minutes.
  The Chair recognizes the gentleman from Iowa.
  Mr. LOEBSACK. Madam Chair, I yield myself such time as I may consume.
  I first want to thank Congressman Fincher and the Financial Services 
Committee for bringing this package forward. I am encouraged the House 
is taking steps today to support small businesses, and I would urge and 
hope the House will take up additional legislation to create jobs. As 
any Iowa family can tell you, our Nation is still recovering from the 
worst recession since the Great Depression, and Congress' focus must be 
on jobs. Our unemployment rate is painfully high, is still painfully 
high, and has been a long-term problem for millions of Americans and 
thousands of Iowans.
  We need to be working on legislation to boost our economy, and 
helping our small businesses flourish is an important step in that 
direction. This is why I am offering this amendment, to ensure 
provisions of this legislation are made widely available, and 
particularly to women-owned, veteran-owned, and minority-owned 
businesses to make sure that they are informed of changes that might 
help. Small businesses will be leaders in helping our country climb out 
of the recession.
  I'm home every weekend in Iowa, and I hear time and again the two big 
problems small businesses face is access to capital and finding skilled 
workers. In order for this bill to be effective, small and medium 
businesses must be aware of the new opportunities they will have to 
expand their business and raise capital. This will be particularly 
important for the segment of businesses I am targeting in my 
amendment--women-owned, veteran-owned, and minority-owned businesses.
  Specifically, my amendment would require the Securities and Exchange 
Commission to provide information online and also conduct outreach to 
these businesses to help them utilize the changes made through this 
legislation.
  Especially since it is Women's History Month, there is no better time 
to highlight the importance of women-owned businesses to our economy. 
It's estimated there are over 8 million women-owned businesses in the 
United States, generating nearly $1.3 trillion in revenues and 
employing nearly 8 million people. Women-owned businesses account for 
almost 30 percent of U.S. firms and are growing in some nontraditional 
areas as well.
  Especially during these tough economic times that are weighing 
heavily on our veterans and their families, it is also essential we as 
a Nation do all we can to ensure no man or woman who has served our 
country in uniform should have to fight for a job here at home. 
Veterans bring to the table many of the skills necessary to run a small 
business as well and to be leaders in their community. Veterans own 2.4 
million businesses, generated over $1 trillion in receipts, and 
employed nearly 6 million people.
  Minority business owners also employ nearly 6 million people with 
$864 billion in receipts.
  All small businesses owners are important, which is why there is a 
requirement in my amendment to post information about advantages 
changes in this bill might offer on the SEC Web site in addition to 
conducting outreach for women-owned, veteran-owned, and minority-owned 
businesses. This amendment does not score according to the nonpartisan 
CBO and is simply a commonsense way to ensure employers we're trying to 
target in this legislation are able to use these new tools to grow our 
economy and create new jobs and industries. I ask for the support of my 
colleagues on this commonsense amendment.
  I reserve the balance of my time.
  Mr. HENSARLING. Madam Chair, I rise to claim the time in opposition, 
although I am not opposed to the bill.
  The Acting CHAIR. Without objection, the gentleman from Texas is 
recognized for 5 minutes.
  There was no objection.
  Mr. HENSARLING. Madam Chair, I want to thank the gentleman from Iowa 
for bringing this amendment to the floor. I suspect, given that the SEC 
already has a fairly comprehensive Web site, they probably would have 
done the proper job in outreach on small business issues. But as 
important as the JOBS Act is, his amendment is helpful to the 
underlying bill. I also want to thank him for working with us to tailor 
his amendment to the underlying bill. Again, it is my expectation

[[Page H1285]]

that the SEC would do this job. This will help ensure that all the 
benefits of this act will be known throughout the small-business 
community. I urge adoption of the gentleman's amendment.
  I reserve the balance of my time.
  Mr. LOEBSACK. Madam Chair, I yield such time as she may consume to 
the gentlewoman from New York (Mrs. Maloney).
  Mrs. MALONEY. Madam Chair, I thank the gentleman for yielding and 
compliment him on his very thoughtful amendment, and appreciate the 
support of the other side of the aisle.
  This amendment is aimed at supporting the growth of small and medium-
sized businesses and easing the sometimes daunting task of figuring out 
just what new legislation will mean to them.
  This amendment requires the SEC to provide online information and, 
perhaps more importantly, outreach to small and medium-sized 
businesses, businesses owned by women, minorities, and veterans.
  It is widely recognized that such businesses face a unique set of 
challenges. We should be doing everything we can to encourage their 
growth and supporting their success.
  Again, I compliment the hard work and really meaningful amendment 
that my friend from the great State of Iowa has put forth, and I urge 
unanimous support of it and appreciate the support of the other side of 
the aisle.
  Mr. HENSARLING. Madam Chair, I yield myself the balance of my time.
  Again, I wish to urge adoption of the gentleman's amendment. Madam 
Chair, I would note that this is the last amendment that we will be 
debating. So, again, I want to use this opportunity to urge all of my 
colleagues to support the JOBS Act. We again know that jobs, economic 
growth, the state of our economy continue to be the most pressing 
issues we are facing in the Nation today. These are foremost in the 
minds of our constituents.
  I want to thank the Republican leader, the gentleman from Virginia, 
for his leadership in bringing this effort to the floor. I certainly 
want to thank the chairman of the Financial Services Committee, Mr. 
Bachus of Alabama, and the prime author of the legislation, the 
gentleman from Tennessee (Mr. Fincher), who has been very active in 
this debate. I also want to thank the Representatives, my colleagues 
from the other side of the aisle, for working with us again. It is 
challenging, most challenging, to find areas of consensus, and most 
challenging to find the ability to move bipartisan legislation. I think 
this is a day, a moment, that can be celebrated by all Members. It 
certainly doesn't do what we would totally like done on our side of the 
aisle, and I'm sure my friends on the other side of the aisle have the 
same thing to say.

                              {time}  1120

  But it is a step in the right direction for allowing more start-ups 
to access equity capital to create more jobs for a Nation in desperate 
need of more job growth and more economic growth.
  Again, we know the President in his Statement of Administration 
Policy has indicated a desire to sign this piece of legislation, and I 
look forward to the President having that opportunity. I hope it is not 
our last opportunity to work on a bipartisan basis in this Congress and 
in this year. It is certainly a good start and something I believe the 
American people will celebrate.
  I want to urge adoption of the gentleman's amendment; I want to urge 
all of my colleagues to support the bill; and let's find ways to grow 
this economy and get America back to work.
  I yield back the balance of my time.
  The Acting CHAIR. The gentleman from Iowa has 30 seconds remaining.
  Mr. LOEBSACK. Thank you, Madam Chair.
  I really do appreciate the support from the other side of the aisle 
for this amendment.
  I concur with my colleague from Texas in his sentiment that the 
American people want us to work together to get America back to work 
again. That's what I'm hearing when I'm home every weekend in my 
district. I appreciate the support from the gentlewoman from New York 
as well.
  Hopefully, this is the beginning of something bigger where we can 
work across the aisle and get America back to work and get this economy 
back on track.
  With that, I yield back the balance of my time.
  The Acting CHAIR. The question is on the amendment offered by the 
gentleman from Iowa (Mr. Loebsack).
  The amendment was agreed to.
  Mr. HENSARLING. Madam Chair, I move that the Committee do now rise.
  The motion was agreed to.
  Accordingly, the Committee rose; and the Speaker pro tempore (Mr. 
Fincher) having assumed the chair, Mrs. Miller of Michigan, Acting 
Chair of the Committee of the Whole House on the state of the Union, 
reported that that Committee, having had under consideration 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, had come to no resolution thereon.

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