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HR 2941 IH
112th CONGRESS
1st Session
H. R. 2941
To make the internal control reporting and assessment requirements of the Sarbanes-Oxley Act of 2002 optional for certain smaller companies.
IN THE HOUSE OF REPRESENTATIVES
September 15, 2011
Mr. QUAYLE (for himself, Mr. PAUL, Mr. MCHENRY, Mr. YODER, Mr. HULTGREN, Mr. SMITH of Texas, and Mr. DOLD) introduced the following bill; which was referred to the Committee on Financial Services
A BILL
To make the internal control reporting and assessment requirements of the Sarbanes-Oxley Act of 2002 optional for certain smaller companies.
Be it enacted by the Senate and House of Representatives of the United States of America in Congress assembled,
SECTION 1. SHORT TITLE.
SEC. 2. EXEMPTION FROM THE INTERNAL CONTROL REPORTING AND ASSESSMENT REQUIREMENTS.
Section 404 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 7262) is amended by striking subsection (c) and inserting the following:
‘(c) Exemption- The Commission’s rules under subsection (a) shall permit an issuer to elect not to provide the assessment described in subsection (a)(2) and the attestation thereof described in subsection (b) if the issuer--
‘(1) has a total market capitalization for the relevant reporting period of less than $1,000,000,000; and
‘(2) is not subject to the annual reporting requirement under section 13(a) or 15(d) of the Securities Exchange Act of 1934, or has been subject to such requirement for a period of fewer than 10 years.
‘(d) Disclosure- An issuer that, pursuant to subsection (c), elects not to provide the assessment described in subsection (a)(2) and the attestation described in subsection (b), shall disclose that decision in the next report required under section 13(a) or 15(d) of the Securities Exchange Act of 1934.’.