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CosmeticWhat changed in REFERRED IN SENATEcompared with ENGROSSED IN HOUSE (Jul 21, 2025)

Technical corrections only. The diff between v3 and v4 reflects the bill's procedural movement from the House to the Senate, including the addition of Senate referral information and the name of the House Clerk. No substantive policy changes were made to the text of the bill itself.

H.R. 3395·119th Congress·Introduced May 14, 2025

Middle Market IPO Cost Act

Passed HouseFinance and Financial SectorSubstantive
View bill text
Sponsor
Rep. Himes, James A. [D-CT-4]
Committees
Banking, Housing, and Urban Affairs Committee (primary)
Last action
Jul 22, 2025

Bottom line

This bill requires the Comptroller General to conduct a comprehensive study on the costs associated with initial public offerings for small and medium-sized companies, aiming to inform future policy decisions regarding capital formation and market access.

What it actually does

This bill mandates the Comptroller General of the United States to conduct a comprehensive study on the costs incurred by small- and medium-sized companies when undertaking initial public offerings (IPOs). The study must examine direct and indirect costs, compare IPO costs to alternative financing, analyze the impact on capital formation and retail investor access, and review IPO trends over time. A report detailing findings and recommendations must be submitted to Congress within 360 days.

Proponents argue

Supporters argue that this study is crucial for understanding the specific financial barriers that deter smaller companies from accessing public markets. They contend that identifying these costs can lead to informed policy changes that foster capital formation, increase investment opportunities for retail investors, and enhance overall market competition and efficiency.

Opponents contend

Opponents might argue that such a study represents an unnecessary expenditure of taxpayer money, suggesting that the Securities and Exchange Commission (SEC) and the Financial Industry Regulatory Authority (FINRA) already possess sufficient data and expertise to address these issues without a separate Government Accountability Office (GAO) mandate. Some may also contend that focusing solely on IPO costs distracts from other, more significant factors affecting capital formation.

The bill is exceptionally short and clearly written, allowing ample time for any interested reader to fully understand its provisions and implications.

Section 2(a)

Mandate for GAO Study on IPO Fees and Costs

prominently featuredstraightforward

This section directs the Comptroller General of the United States, in consultation with the Securities and Exchange Commission (SEC) and the Financial Industry Regulatory Authority (FINRA), to conduct a detailed study on the various costs small and medium-sized companies incur when undertaking an Initial Public Offering (IPO). The study must examine direct and indirect costs (including fees for advisors, compliance, and other related expenses), compare IPO costs to alternative financing options, analyze the impact on capital formation and retail investor access, and review IPO trends over an appropriate time period, considering factors like the number of IPOs, evolution of service costs, and impacts of litigation.

GroupImpactMechanismScale
GroupSmall- and medium-sized companiesImpactPotential for future policy changes that could reduce IPO costs or improve access to public markets, based on study findings.MechanismThe study's findings and subsequent policy recommendations.ScaleBroad, affecting the entire ecosystem of small/medium business financing.
GroupRetail investorsImpactPotential for increased availability of public securities from smaller companies, leading to more diverse investment opportunities.MechanismThe study's findings and subsequent policy recommendations.ScaleBroad, affecting investment opportunities.
GroupSecurities and Exchange Commission (SEC) and Financial Industry Regulatory Authority (FINRA)ImpactRequired to consult with the Comptroller General, potentially contributing data and expertise to the study.MechanismDirect mandate to consult.ScaleOperational, requiring staff time and resource allocation for consultation.
GroupComptroller General of the United States (GAO)ImpactMandated to conduct a comprehensive study, requiring significant research, analysis, and reporting resources.MechanismDirect legislative mandate.ScaleOperational, requiring allocation of personnel and budget.

Supporters argue

Supporters argue that a thorough, independent study by the GAO is essential to identify specific barriers and costs that deter small and medium-sized companies from going public. This understanding is critical for developing targeted policies that foster capital formation, stimulate economic growth, and expand investment options for the public.

Critics contend

Critics might contend that the scope of the study is too broad or that much of the information sought is already available through existing regulatory bodies like the SEC and FINRA. They may argue that this makes the GAO study redundant or an inefficient use of government resources, potentially delaying more immediate policy actions.

Tradeoffs

The bill balances the desire for comprehensive, independent data to inform future policy decisions with the administrative burden and cost associated with conducting such a detailed study. There is a tension between the need for new insights and the potential for overlap with existing regulatory knowledge.

Section 2(b)

Report to Congress

prominently featuredstraightforward

This subsection mandates that the Comptroller General of the United States issue a report to Congress within 360 days of the Act's enactment. This report must contain all findings and determinations made during the study required under subsection (a), along with any administrative or legislative recommendations the Comptroller General deems appropriate based on the study's results.

About this analysis. AI-Generated from the official bill text and available committee reports. Gaps in available data are noted explicitly. Verify important details with the official Congress.gov record.

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