Proposed Regulation a Amendments Implementing the Jobs Act: Please, SEC, Revise Your Proposed Amendments in Order to Promote Small Business Capital Formation

10 Pages Posted: 9 Mar 2014

Date Written: March 5, 2014

Abstract

The Jobs Act was enacted to promote efficient access to external capital by small businesses. Title IV of the Jobs Act raises the limit on the exemption from federal registration provided by Regulation A to $50 million and requires the SEC to enact enabling regulations.

The Commission’s first iteration of its proposed Regulation A amendments implementing Title IV of the Jobs Act fails to offer small businesses efficient access to external capital. Principally, this is because the proposed Regulation A amendments: (1) fail to preempt state registration authority over small offerings by small businesses relying on the proposed Regulation A amendments; and (2) fail to establish an appropriate balance in the disclosures required for small offerings by small businesses relying on the proposed Regulation A amendments.

If the Commission has the will to do so, these problems can be fixed by revising its proposed Regulation A amendments, thereby enabling Regulation A, after decades on non-use, to become an efficient vehicle for small business capital formation.

Keywords: Jobs Act, small business, small businesses, Title IV, Regulation A, capital, external capital, SEC, securities

JEL Classification: K22

Suggested Citation

Campbell, Rutheford B., Proposed Regulation a Amendments Implementing the Jobs Act: Please, SEC, Revise Your Proposed Amendments in Order to Promote Small Business Capital Formation (March 5, 2014). Available at SSRN: https://ssrn.com/abstract=2406213 or http://dx.doi.org/10.2139/ssrn.2406213

Rutheford B. Campbell (Contact Author)

University of Kentucky - College of Law ( email )

620 S. Limestone Street
Lexington, KY 40506-0048
United States

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