H.R. 2812

[Congressional Bills 118th Congress]
[From the U.S. Government Publishing Office]
[H.R. 2812 Referred in Senate (RFS)]

<DOC>
118th CONGRESS
1st Session
H. R. 2812

_______________________________________________________________________

IN THE SENATE OF THE UNITED STATES

June 6, 2023

Received; read twice and referred to the Committee on Banking, Housing, 
and Urban Affairs

_______________________________________________________________________

AN ACT

To require the Securities and Exchange Commission to carry out a study 
of the costs associated with small- and medium-sized companies to 
undertake initial public offerings.

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 ``Middle Market IPO Cost Act''.

SEC. 2. STUDY ON IPO FEES.

(a) Study.--The Comptroller General of the United States, in 
consultation with the Securities and Exchange Commission, in 
consultation with the Financial Industry Regulatory Authority, shall 
carry out a study of the costs associated with small- and medium-sized 
companies to undertake initial public offerings (``IPOs''). In carrying 
out such study, the Comptroller General shall--
(1) consider the direct and indirect costs of an IPO, 
including--
(A) fees of accountants, underwriters, and any 
other outside advisors with respect to the IPO;
(B) compliance with Federal and State securities 
laws at the time of the IPO; and
(C) such other IPO-related costs as the Comptroller 
General may consider;
(2) compare and analyze the costs of an IPO with the costs 
of obtaining alternative sources of financing and of liquidity;
(3) consider the impact of such costs on capital formation;
(4) analyze the impact of these costs on the availability 
of public securities of small- and medium-sized companies to 
retail investors; and
(5) analyze trends in IPOs over a time period the 
Comptroller General determines is appropriate to analyze IPO 
pricing practices, considering--
(A) the number of IPOs;
(B) how costs for IPOs have evolved over time for 
underwriters, investment advisory firms, and other 
professions for services in connection with an IPO;
(C) the number of brokers and dealers active in 
underwriting IPOs;
(D) the different types of services that 
underwriters and related persons provide before and 
after a small- or medium-sized company IPO and the 
factors impacting IPOs costs;
(E) changes in the costs and availability of 
investment research for small- and medium-sized 
companies; and
(F) the impacts of litigation and its costs on 
being a public company.
(b) Report.--Not later than the end of the 360-day period beginning 
on the date of the enactment of this Act, the Comptroller General shall 
issue a report to the Congress containing all findings and 
determinations made in carrying out the study required under subsection 
(a) and any administrative or legislative recommendations the 
Comptroller General may have.

Passed the House of Representatives June 5, 2023.

Attest:

CHERYL L. JOHNSON,

Clerk.