SEC Proposes Revision to Smaller Reporting Company Definition

On June 27th, the SEC issued a proposal redefining the small reporting company definition.

Under the current reporting rule, the SEC defines a small reporting company as one that has:

  • Less than $75 million of public float as of the end as of the last business day of their most recently completed second fiscal quarter; or
  • No public float and annual revenues of less than $50 million during the most recently completed fiscal year for which audited financial statements are available.

Under Regulation S-K, small public companies are permitted to provide “scaled” public disclosures in their periodic reports to the SEC, which should reduce their reporting costs.

The goal of the proposed revision  is to expand the number of companies that would meet the definition of small reporting company and increase the number of public companies that benefit from the scaled disclosure requirements.

The proposal states that, under the proposed revised definition, “registrants with less than $250 million in public float would qualify, as would registrants with zero public float if their revenues were below $100 million in the previous year.”

The proposal can be downloaded from the SEC website at

Comments on the proposal are due to the SEC no later than 60 days after its publication in the Federal Register.

About docjonz

I am an Associate Professor of accounting at Hofstra University in Hempstead, NY. Additionally, I have more than 30 years of professional accounting experience in various capacities including auditing, accounting standard setting and corporate accounting policy.
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