To permit an issuer, when determining the market capitalization of the issuer for purposes of testing the significance of an acquisition or disposition, to include the value of all shares of the issuer.

12/15/2023, 3:56 PM

This bill expands the information allowed when calculating whether an acquisition or disposition of a subsidiary is significant for purposes of required financial disclosures by publicly traded companies. Currently, an acquisition or disposition is considered significant when the company's investment in the subsidiary is calculated to exceed 10% of the aggregate worldwide market value of the company's voting and non-voting common equity. Under the bill, this market value may additionally include applicable trading value, conversion value, or exchange value of all of the company's outstanding classes of stock, including preferred stock and non-traded common shares that are convertible into or exchangeable for traded common shares.

Bill 118 hr 2497, also known as the "Market Capitalization Inclusion Act," aims to allow issuers to include the value of all shares of the issuer when determining their market capitalization for the purpose of testing the significance of an acquisition or disposition. Currently, issuers are only able to consider the value of outstanding shares that are publicly traded when calculating their market capitalization.

This bill seeks to provide issuers with a more accurate representation of their market capitalization by allowing them to include the value of all shares, including those that are not publicly traded. This could potentially impact the significance of an acquisition or disposition for the issuer, as it may change the threshold at which certain actions are required or permitted.

Proponents of the bill argue that this change would provide a more comprehensive and fair assessment of an issuer's market capitalization, while opponents may argue that it could potentially skew the results and impact decision-making processes. The bill will need to be carefully considered and debated in Congress before any potential changes are made to current regulations regarding market capitalization calculations.
Congress
118

Number
HR - 2497

Introduced on
2023-04-06

# Amendments
0

Sponsors
+5

Variations and Revisions

4/6/2023

Status of Legislation

Bill Introduced
Introduced to House
House to Vote
Introduced to Senate
Senate to Vote

Purpose and Summary

This bill expands the information allowed when calculating whether an acquisition or disposition of a subsidiary is significant for purposes of required financial disclosures by publicly traded companies. Currently, an acquisition or disposition is considered significant when the company's investment in the subsidiary is calculated to exceed 10% of the aggregate worldwide market value of the company's voting and non-voting common equity. Under the bill, this market value may additionally include applicable trading value, conversion value, or exchange value of all of the company's outstanding classes of stock, including preferred stock and non-traded common shares that are convertible into or exchangeable for traded common shares.

Bill 118 hr 2497, also known as the "Market Capitalization Inclusion Act," aims to allow issuers to include the value of all shares of the issuer when determining their market capitalization for the purpose of testing the significance of an acquisition or disposition. Currently, issuers are only able to consider the value of outstanding shares that are publicly traded when calculating their market capitalization.

This bill seeks to provide issuers with a more accurate representation of their market capitalization by allowing them to include the value of all shares, including those that are not publicly traded. This could potentially impact the significance of an acquisition or disposition for the issuer, as it may change the threshold at which certain actions are required or permitted.

Proponents of the bill argue that this change would provide a more comprehensive and fair assessment of an issuer's market capitalization, while opponents may argue that it could potentially skew the results and impact decision-making processes. The bill will need to be carefully considered and debated in Congress before any potential changes are made to current regulations regarding market capitalization calculations.
Alternative Names
Official Title as IntroducedTo permit an issuer, when determining the market capitalization of the issuer for purposes of testing the significance of an acquisition or disposition, to include the value of all shares of the issuer.

Policy Areas
Finance and Financial Sector

Comments

Recent Activity

Latest Summary5/5/2023

This bill expands the information allowed when calculating whether an acquisition or disposition of a subsidiary is significant for purposes of required financial disclosures by publicly traded companies. Currently, an acquisition or disposition ...


Latest Action4/6/2023
Referred to the House Committee on Financial Services.