The US SEC has eased financial reporting thresholds for 80% of companies, with Chairman Paul Atkins proclaiming: Make IPOs Great Again

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The US SEC is stepping in to save the market! To address the pain point of companies being reluctant to go public due to overly stringent regulations, the SEC proposed its most significant regulatory modernization in 20 years yesterday (19th). New Chairman Paul S. Atkins stated bluntly that he wants to "Make IPOs Great Again," proposing a comprehensive relaxation of corporate financing restrictions and a significant increase in the market capitalization threshold for strict financial audit requirements from $700 million to $2 billion. Newly listed companies will also enjoy a grace period of up to 5 years, which is expected to benefit over 80% of listed companies in the US. (Context: JPMorgan Chase submits second tokenized fund to SEC: JLTXX targets stablecoin reserve market with a low fee of 0.16%) (Background: US SEC to release tokenized stock exemption framework as early as this week, allowing third parties to trade on-chain without issuer consent) After decades of piling regulatory rules that led to a year-over-year decline in the number of US public companies, the US Securities and Exchange Commission (SEC) has finally decided to hit the brakes and deliver an epic "burden-reduction" package for the capital market. The SEC issued an official announcement yesterday (19th), formally proposing amendments to rules related to registration, issuance, and public reporting. This proposal aims to significantly increase the efficiency and flexibility of public capital markets while saving companies massive compliance costs. SEC Chairman Paul S. Atkins has high hopes for this reform, and he did not hide his ambition to revitalize the US public market in his statement: "Today, the Commission is proposing two rulemakings that will serve as the foundation for my 'Make IPOs Great Again' agenda. These proposals... are designed to extend the success of the past to more companies—particularly small and medium-sized enterprises—and incentivize them to go public and stay public. This is an important first step in fundamentally transforming the SEC's regulatory framework." If the proposal is passed, it will be the most significant overhaul of the registration and issuance framework in the US capital market in over 20 years. Key changes include: - Expanding eligibility for Shelf Offerings: More companies will be permitted to use shelf offerings regardless of their public float, allowing them to raise capital from public markets more quickly. - Granting more communication flexibility: The registration and issuance communication flexibility previously limited to "Well-Known Seasoned Issuers (WKSI)" will be opened to more general listed companies. - Preemption of state securities law review: All registered offerings will be directly exempt from state-level securities registration and qualification requirements, significantly eliminating the complexity and high costs of cross-state offerings. - Relaxing restrictions on broker research: Broker-dealers will be permitted to provide research report coverage for a larger number of listed companies. Addressing the financial reporting and audit burdens that cause companies the most headaches, the SEC has also prescribed a strong remedy. The new proposal will expand the "simplified disclosure" treatment currently exclusive to small or emerging companies to approximately 81% of existing listed companies. Key threshold and grace period adjustments include: - Threshold raised to $2 billion: The threshold for a company to be classified as a "Large accelerated filer" will be significantly increased from the original $700 million to $2 billion. - Up to 5 years of IPO buffer: New listed companies will not be classified as large accelerated filers for 60 months following their IPO, regardless of how much their public float increases. This provides an "IPO on-ramp" for startups. - Exemption from internal control audit requirements: "Non-accelerated filers" that do not meet the $2 billion threshold will be fully exempt from the requirement to obtain an auditor's attestation on their internal control over financial reporting (ICFR), which will save staggering legal and accounting costs. In addition, the SEC has established a sub-category for "small non-accelerated filers" in the bottom 18% by asset size, granting them an additional 30-day extension for 10-K annual reports and a 5-day extension for 10-Q quarterly reports, thereby substantially reducing the operational pressure on micro-cap companies. The SEC stated that these two major proposals will be open for a 60-day public comment period after being published in the Federal Register, and the global capital market is closely watching this key reform that will reshape the Wall Street ecosystem.

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