{"format":1,"id":"117-hr-935","congress":117,"number":"H.R. 935","kind":"bill","group":"bills","title":"Small Business Mergers, Acquisitions, Sales, and Brokerage Simplification Act of 2021","title_source":"Short Title(s) as Passed House","official_title":"To amend the Securities Exchange Act of 1934 to exempt from registration brokers performing services in connection with the transfer of ownership of smaller privately held companies.","titles":[{"type":"Official Title as Introduced","title":"To amend the Securities Exchange Act of 1934 to exempt from registration brokers performing services in connection with the transfer of ownership of smaller privately held companies."},{"type":"Short Titles from RFS (Referred to Senate) bill text","title":"Small Business Mergers, Acquisitions, Sales, and Brokerage Simplification Act of 2021"},{"type":"Display Title","title":"Small Business Mergers, Acquisitions, Sales, and Brokerage Simplification Act of 2021"},{"type":"Short Title(s) as Passed House","title":"Small Business Mergers, Acquisitions, Sales, and Brokerage Simplification Act of 2021"},{"type":"Short Title(s) as Reported to House","title":"Small Business Mergers, Acquisitions, Sales, and Brokerage Simplification Act of 2021"},{"type":"Short Title(s) as Introduced","title":"Small Business Mergers, Acquisitions, Sales, and Brokerage Simplification Act of 2021"}],"outcome":"passed_house","law_number":null,"introduced":"2021-02-08","chambers":{"house":{"status":"roll_call","date":"2022-05-11","vote":{"id":"117-2022-h158","question":"On Motion to Suspend the Rules and Pass, as Amended","title":"Small Business Mergers, Acquisitions, Sales, and Brokerage Simplification Act","result":"Passed","yea":419,"nay":0,"present":0,"not_voting":9,"source":"https://clerk.house.gov/evs/2022/roll158.xml"}},"senate":{"status":"na","date":null,"vote":null}},"president":{"status":"na","date":null},"vice_president_tie_breaker":null,"latest_action":{"text":"Received in the Senate and Read twice and referred to the Committee on Banking, Housing, and Urban Affairs.","date":"2022-05-12"},"nominees":null,"amendments":[],"other_votes":[],"crs_summary":{"date":"2022-05-11","stage":"Passed House","blocks":[{"k":"h","t":"Small Business Mergers, Acquisitions, Sales, and Brokerage Simplification Act of 2021"},{"k":"p","t":"This bill exempts from securities registration requirements certain merger-and-acquisition brokers that facilitate transfer of ownership in privately held companies with earnings or revenues under a specified threshold. However, this exemption shall not apply to certain brokers, including those that provide financing related to the transfer of ownership, engage on behalf of any party in a transaction involving specified shell companies, or have been barred or suspended from association with a broker or dealer."}],"words":84},"summary":{"main_subject":{"text":"Amends the Securities Exchange Act of 1934 to exempt brokers who handle the transfer of ownership of smaller privately held companies, called M&A brokers, from broker registration, subject to listed exclusions and disqualifications.","cites":[{"label":"Sec. 2","href":"https://www.congress.gov/bill/117th-congress/house-bill/935/text/eh#H334355C8BF70485099F955E5C510F1A3"}]},"core_areas":["Broker registration exemption for merger and acquisition brokers","Definition of eligible privately held company by earnings and revenue","Activities and disqualifications that remove the exemption"],"what_it_does":[{"text":"Adds a paragraph to section 15(b) of the Securities Exchange Act of 1934 that exempts an M&A broker from registration under that section, except for the excluded activities and disqualifications the paragraph lists.","cite":{"label":"Sec. 2","href":"https://www.congress.gov/bill/117th-congress/house-bill/935/text/eh#H334355C8BF70485099F955E5C510F1A3"}},{"text":"Removes the exemption from an M&A broker that receives, holds, transmits, or has custody of the funds or securities the parties exchange, or that provides financing related to the transfer of ownership, directly or through an affiliate.","cite":{"label":"Sec. 2","href":"https://www.congress.gov/bill/117th-congress/house-bill/935/text/eh#H334355C8BF70485099F955E5C510F1A3"}},{"text":"Removes the exemption from an M&A broker that has been barred from association with a broker or dealer by the Commission, any State, or any self-regulatory organization, or that is suspended from such association.","cite":{"label":"Sec. 2","href":"https://www.congress.gov/bill/117th-congress/house-bill/935/text/eh#H334355C8BF70485099F955E5C510F1A3"}},{"text":"Defines an eligible privately held company as one with no class of securities registered or required to be registered under section 12 and with earnings before interest, taxes, depreciation, and amortization under $25,000,000 or gross revenues under $250,000,000, or both.","cite":{"label":"Sec. 2","href":"https://www.congress.gov/bill/117th-congress/house-bill/935/text/eh#H334355C8BF70485099F955E5C510F1A3"}},{"text":"Adjusts the $25,000,000 and $250,000,000 amounts 5 years after enactment and every 5 years after, using the Employment Cost Index for Wages and Salaries, Private Industry Workers, and rounds to the nearest multiple of $100,000.","cite":{"label":"Sec. 2","href":"https://www.congress.gov/bill/117th-congress/house-bill/935/text/eh#H334355C8BF70485099F955E5C510F1A3"}},{"text":"Provides that the Act and its amendments take effect 90 days after the date of enactment.","cite":{"label":"Sec. 3","href":"https://www.congress.gov/bill/117th-congress/house-bill/935/text/eh#H6B67AF86235E4305A365BBE62236A004"}}],"unexpected":[],"version":{"type":"Engrossed in House","date":"2022-05-11","rule":"passed","href":"https://www.congress.gov/bill/117th-congress/house-bill/935/text/eh"},"current":true,"model":"claude-sonnet-5-5","approved":"2026-10-15","approved_by":"checks"},"sources":{"congress_gov":"https://www.congress.gov/bill/117th-congress/house-bill/935","text":"https://www.congress.gov/bill/117th-congress/house-bill/935/text"},"card":{"image":"card/item/117-hr-935.png","v":"f0a7ef575087","alt":"Votes on Record. H.R. 935, 117th Congress: Small Business Mergers, Acquisitions, Sales, and Brokerage Simplification Act of 2021. House: 419 Yea, 0 Nay. Outcome: Passed House, 11 May 2022."}}