Private Placement Improvement Act of 2016

HR 1261, Bureau of Consumer Financial Protection Accountability Act of 2015 Commodity End User Relief Act HR 3340 HR 2289, The Commodity End User Relief Act S. 2790, the Financial Institution Customer Protection Act of 2016 S. 2663, the so-called Reforming CFPB Indirect Auto Financing Guidance Act. Investment Advisors Modernization Act of 2016 the SEC Regulatory Accountability Act. HR 5112, Unfair or Deceptive Acts or Practices Uniformity Act HR 4139, the Fostering Innovation Act H.R. 4850, the Micro Offering Improvement Act H.R. 4852, the Private Placement Improvement Act H.R. 4854, the Supporting Americas Innovators Act H.R. 4855, the Fix Crowdfunding Act H.R. 5311, the Corporate Governance Reform and Transparency Act H.R. 5421, the National Securities Exchange Regulatory Parity Act H.R. 5424, the Investment Advisers Modernization Act H.R. 5429, the SEC Regulatory Accountability Act HJ Res 88 HR 5485, The Financial Services and General Government Appropriations Act of 2017 The Financial CHOICE Act H.R. 5211 - CFPB Dual Mandate and Economic Analysis Act HR 2889 Carried Interest Fairness Act HR 2103 -Stop Subsidizing Multimillion Dollar Corporate Bonuses Act HR 4018 - Consumer Protection and Choice Act HR 4737 - State and Tribal Government Sovereignty Protection Act of 2016 S. 1686 Carried Interest Fairness Act Non-profit depository institutions HR 5745 Putting Main Street FIRST Act CEO Bonus Loophole Bank worker issues Postal Banking The Poverty, Opportunity, and Upward Mobility plan Financial Policy Riders Payday Lending Reform CFPB Arbitration Rule/Forced Arbitration Private Equity tax loophole CFPB Defense DoL Fiduciary Rule Title II of the Dodd-Frank Act OCC Chartering of Fintechs H.R. 6392 H.R. 5491 and H.R. 5413 (the CFPB Data Accountability Act) H.R. 5424 H.R. 5063 CFPB status as independent agency Removal protections for CFPB director H.R. 4172 - Credit Access and Inclusion Act PACE Loans Wells Fargo arbitration HR 5982 - Midnight Rules Relief Act

Client expense: $335,275 · Firm income: Not reported

Government targets: Bureau of the Census, Consumer Financial Protection Bureau (CFPB), Education, Dept of, Executive Office of the President (EOP), Federal Communications Commission (FCC), Federal Deposit Insurance Corporation (FDIC), Federal Housing Finance Agency (FHFA), Federal Trade Commission (FTC), HOUSE OF REPRESENTATIVES, Homeland Security, Dept of (DHS), Housing & Urban Development, Dept of (HUD), Justice, Dept of (DOJ), Labor, Dept of (DOL), Natl Economic Council (NEC), Office of Management & Budget (OMB), Office of the Comptroller of the Currency (OCC), SENATE, Transportation, Dept of (DOT), Treasury, Dept of

H.R. 8 - North American Energy Security and Infrastructure Act of 2015 Legislation seeks to promote energy efficiency inside the federal government and improve the security of energy-related infrastructure primarily by expanding the Department of Energys authorities. NSBA supports H.R. 9 - Innovation Act Reforms the patent system and introduces measures that would make it more difficult for small businesses to defend their patents. NSBA opposes H.R. 25 - The Fair Tax Act To promote freedom, fairness, and economic opportunity by repealing the income tax and other taxes, abolishing the Internal Revenue Service, and enacting a national sales tax to be administered primarily by the states. NSBA supports H.R. 1105 - Death Tax Repeal Act of 2015 Bill would repeal the estate and generation-skipping transfer taxes, as well as cut the top gift tax rate. NSBA supports H.R. 1155 - Searching for and Cutting Regulations that are Unnecessarily Burdensome (SCRUB) Act of 2015 This bill would create a special commission to review and repeal regulatory requirements which could be removed without significant impact to the regulations overall effectiveness. NSBA supports H.R. 1732 - Regulatory Protection Act of 2015 The legislation would require the EPA to rewrite the waters of the U.S. rule. NSBA supports H.R. 2028 - FY 2017 Energy and Water Development Appropriations bill The legislation would appropriate over $37 billion to federal programs across the agencies, an increase of $355 million over 2016 levels. However, the spending increases are largely attributed to defense-related programs, while nondefense programs, including those at the Army Corps of Engineers, received cuts. NSBA supported amendments to the bill. H.R. 2045 - TROL Act Legislation would allow the FTC to go after patent trolls which often target small business patent holders. NSBA supports H.R. 2187 - The Fair Investment Opportunities for Professional Experts Act Requires the Securities and Exchange Commission (SEC) to rewrite the accredited investor definition and would codify the current financial thresholds so that they may not be raised by the Securities and Exchange Commission (SEC) except by statute. NSBA supports H.R. 2775 - The Remote Transactions Parity Act of 2015 The bill allows states that meet simplification requirements to require remote sellers to collect taxes due on items purchased by consumers in those states. NSBA is monitoring H.R. 2911 - Small Business Healthcare Relief Act This bill amends the Internal Revenue Code and the Employee Retirement Income Security Act of 1974 (ERISA) to allow an employer with fewer than 50 employees that does not offer group health insurance coverage to establish a health reimbursement arrangement. NSBA supports H.R. 3326 - Defend Trade Secrets Act of 2015 Creates a right of action in federal court for trade secrets violations and creates mechanisms to prevent the release of trade secret information. NSBA supports H.R. 3784 - The SEC Small Business Advocate Act of 2016 This bill would establish an Office of the Small Business Advocate within the SEC to advocate on behalf of small businesses and to be a resource for small businesses. NSBA supports H.R. 4168 - Small Business Capital Formation Enhancement Act The measure will require the Securities and Exchange Commission (SEC) to respond to recommendations made during the annual Government-Business Forum on Small Business Capital Formation. NSBA supports H.R. 4341 - Defending Americas Small Contractors Act of 2016 The bill introduces a number of reforms to increase transparency and the ability of small businesses to compete in the federal marketplace. NSBA supports H.R. 4377 - American Business Competitiveness Act The bill cuts the corporate income tax to 25 percent; limits the top tax rate on non-corporate business income to 25 percent; allows businesses to deduct investment costs when they occur (full expensing); eliminates most business tax credits and many deductions; and moves to a territorial tax system like most developed nations. NSBA is monitoring H.R. 4612 - Midnight Rule Relief Act of 2016 Legislation would prevent agencies from proposing or finalizing regulations from the day after elections to the day of the next presidential inauguration. NSBA supports H.R. 4638 - Main Street Growth Act The legislation seeks to make small business offerings more attractive to investors by creating venture exchanges which will bring together buyers and sellers for of venture securities. NSBA supports H.R. 4768 - Separation of Powers Restoration Act of 2016 Legislation would effectively eliminate Chevron Deference when courts review agency actions. NSBA supports H.R. 4773 - Protecting Workplace Advancement and Opportunity Act Legislation would nullify the Department of Labors overtime exemption rule and would require DOL to perform an economic analysis of how changes to overtime regulations will impact nonprofits, small businesses, and employers in other vulnerable industry sectors before issuing a new rule. NSBA supports H.R. 4783 - Commercializing on Small Business Innovation Act of 2016 Legislation would reauthorize the SBIR/STTR programs through 2022. NSBA supports H.R. 4831 - S-Corp Bill Legislation would amend the tax code to clarify that shareholders in an S-Corp. who acquired their shares through crowdfunding would not count against the 100 shareholder cap. NSBA supports H.R. 4850 - Micro Offering Safe Harbor Act Measure would create an exemption from registration requirements under the Securities Act for certain small securities offerings. NSBA supports H.R. 4852 - the Private Placement Improvement Act Would require the Securities and Exchange Commission (SEC) to amend the requirements for Regulation D offerings. It would also direct the SEC to revise rules regarding 506 offerings of a private fund to characterize as an accredited investor a knowledgeable employee of that private fund or the funds investment advisor. NSBA is monitoring H.R. 4854 - Supporting Americas Innovators Act Legislation would amend the Investment Company Act of 1940 to expand the investor limitation for qualifying venture capital funds under an exemption from the definition of an investment company. NSBA is monitoring H.R. 4855 - Fix Crowdfunding Act Measure would amend the crowdfunding provisions included in the Jobs Act and would increase the crowdfunding limit from $1 million to $5 million. NSBA is monitoring H.R. 4909 - FY 2017 National Defense Authorization Act H.R. 4909 authorizes $610 billion in spending for the DOD and also makes a number of changes to the procurement process for small firms. NSBA supports H.R. 5064 - the Improving Small Business Cyber Security Act of 2016 Will allow Small Business Development Centers (SBDCs) to assist small businesses in developing or enhancing their cyber-security infrastructure, cyber threat awareness, and cyber training programs for employees. NSBA supports H.R. 5076 - Main Street Fairness Act Establishes that businesses that file their taxes as pass-through income-sole proprietorships, partnerships, LLCs and S corporations-will never pay a higher tax rate than their larger counterparts. NSBA supports H.R. 5156 - Small Business Credit Card Act of 2016 Legislation would further protect small-business owners credit cards from unfair and deceptive practices of credit card companies. NSBA supports H.R. 5813 - Overtime Reform and Enhancement Act Will initiate a reasonable three-year phase-in of the Department of Labors new overtime rule. NSBA supports H.R. 6094 - Regulatory Relief for Small Businesses, Schools, and Nonprofits Act Bill would delay by six months the Department of Labors (DOLs) overtime rule, which is set to take effect in December 2016 to June 2017. NSBA supports H.J. Res. 71 - Clean Power Plan - Congressional Review Act This resolution would invoke the Congressional Review Act and roll back the Clean Power Plan regulations promulgated by the EPA to cut carbon emissions. NSBA Supports H.J. Res. 72 - Clean Power Plan - Congressional Review Act This resolution would invoke the Congressional Review Act and roll back the Clean Power Plan regulations promulgated by the EPA to cut carbon emissions. NSBA supports H.J.Res. 95 A resolution under the Congressional Review Act to protect workers, students, nonprofit organizations, and small-business owners from the consequences of the Department of Labors controversial overtime rule. NSBA supports S. 155 - the Fair Tax Act To promote freedom, fairness, and economic opportunity by repealing the income tax and other taxes, abolishing the Internal Revenue Service, and enacting a national sales tax to be administered primarily by the states. NSBA supports S. 632 - STRONG Patent Act The bill introduces modest patent reforms that would afford small businesses greater protections for their patents. NSBA supports S.698 - Marketplace Fairness Act of 2015 The bill would require eCommerce sellers who gross over $1million in remote (out-of-state) sales per year to collect sales tax from buyers in all 45 states (plus D.C.) that impose a sales tax. NSBA is monitoring S. 1137 - PATENT Act Reforms the patent system and introduces measures that would make it more difficult for small businesses to defend their patents. NSBA opposes S. 1140 - Federal Water Quality Protection Act The legislation would require the EPA to rewrite the waters of the U.S. rule. NSBA supports S. 1584 - Renewable Fuel Standard Repeal Act The bill would remove the renewable fuel standard. NSBA is monitoring S. 1607 - Independent Agency Regulatory Analysis Act of 2015 Creates a procedure whereby the president can require independent regulatory agencies to comply with the same rulemaking requirements that other agencies do. NSBA supports S. 1683 - Searching for and Cutting Regulations that are Unnecessarily Burdensome (SCRUB) Act of 2015 This bill would create a special commission to review and repeal regulatory requirements which could be removed without significant impact to the regulations overall effectiveness. NSBA supports S. 1697 - Small Business Healthcare Relief Act This bill amends the Internal Revenue Code and the Employee Retirement Income Security Act of 1974 (ERISA) to allow an employer with fewer than 50 employees that does not offer group health insurance coverage to establish a health reimbursement arrangement. NSBA supports S. 1890 - Defend Trade Secrets Act of 2015 Creates a right of action in federal court for trade secrets violations and creates mechanisms to prevent the release of trade secret information. NSBA supports S. 2006 - Regulatory Accountability Act of 2015 Legislation amends the APA to require that regulating agencies do more thorough examinations of the costs and benefits of promulgating regulations. NSBA supports S. 2012 - Energy Policy Modernization Act of 2015 Measure would make a number of changes impacting the security and the reliability of the energy grid. NSBA supports S. 2582 - Midnight Rule Relief Act of 2016 The bill would prevent agencies from proposing or finalizing regulations from the day after elections to the day of the next presidential inauguration. NSBA supports S. 2696 - Protect Small Business Jobs Act of 2016 Would create a six month grace period for first time regulations violations by small businesses which do not place anyone in imminent danger. NSBA supports S. 2707 - Protecting Workplace Advancement and Opportunity Act Legislation would nullify the Department of Labors overtime exemption rule and would require DOL to perform an economic analysis of how changes to overtime regulations will impact nonprofits, small businesses, and employers in other vulnerable industry sectors before issuing a new rule. NSBA supports S. 2724 - Separation of Powers Restoration Act of 2016 Legislation would effectively eliminate Chevron Deference when courts review agency actions. NSBA supports S. 2733 - Venue Equity and Non-Uniformity Elimination Act of 2016 This legislation will make changes to existing venue requirements in patent infringement litigation. NSBA opposes S. 2792 - Rapid Innovation Fund Enhancement Act of 2016 Legislation would reform the RIF program to ensure small businesses are always able to participate. NSBA supports S. 2793 - SBIR/STTR Reauthorization Act of 2016 The legislation would permanently reauthorize the Small Business Innovation Research (SBIR) and Small Business Technology Transfer (STTR) programs. The programs are currently set to expire in 2017. NSBA supports S. 2812 - SBIR/STTR Reauthorization Act of 2016 Legislation would permanently reauthorize the SBIR and STTR programs. NSBA supports S. 2847 - Prove It Act Legislation would allow the Chief Counsel of Advocacy to challenge an agency certification of no significant impact on small businesses under the Regulatory Flexibility Act. NSBA is monitoring S. 2898 - the Small Business National Security Innovation Act of 2016 Legislation would allow SBIR and STTR small businesses to more easily contract to do follow-on work. NSBA supports S. 3464 - the Overtime Reform and Review Act Bill would phase in the new salary overtime threshold over five years, and would require the Government Accountability Office (GAO) to conduct a report during the rules first year to assess its economic effects. NSBA supports S.J. Res. 22 - WOTUS Congressional Review Act Resolution This resolution would invoke the Congressional Review Act and roll back the WOTUS rule which EPA finalized in May 2015. NSBA supports S.J.Res.34 A resolution under the Congressional Review Act (CRA) that would block implementation of the administrations overtime rule. NSBA supports

H.R. 1309, Systemic Risk Designation Improvement Act of 2015 H.R. 1486, Taking Account of Bureaucrats' Spending (TABS) Act of 2016 H.R. 1550, Financial Stability Oversight Council Improvement Act of 2015 H.R. 2356, Fair Access to Investment Research Act of 2015 H.R. 2357, Accelerating Access to Capital Act of 2015 H.R. 2477, Financial Transparency Act of 2015 H.R. 3340, Financial Stability Oversight Council Reform Act H.R. 3557, FSOC Transparency and Accountability Act H.R. 3738, Office of Financial Research Accountability Act of 2015 H.R. 3784, SEC Small Business Advocate Act of 2015 H.R. 3791, To raise the consolidated assets threshold under the small bank holding company policy statement, and for other purposes H.R. 3798, Due Process Restoration Act of 2015 H.R. 3868, Small Business Credit Availability Act H.R. 4096, Investor Clarity and Bank Parity Act H.R. 4139, Fostering Innovation Act of 2015 H.R. 4166, Expanding Proven Financing for American Employers Act H.R. 4168, Small Business Capital Formation Enhancement Act H.R. 4216/S. 1802, Consumer Financial Choice and Capital Markets Protection Act of 2015 H.R. 4293, Affordable Retirement Advice Protection Act H.R. 4294, Strengthening Access to Valuable Education and Retirement Support (SAVERS) Act of 2015 H.R. 4450/S. 2489, Incorporation Transparency and Law Enforcement Assistance Act H.R. 4498/S. 978, Helping Angels Lead Our Startups (HALOS) Act H.R. 4620, Preserving Access to CRE Capital Act of 2016 H.R. 4718, Gender Diversity in Corporate Leadership Act of 2016 H.R. 4852, Private Placement Improvement Act of 2016 H.R. 4854, Supporting America's Innovators Act of 2016 H.R. 4855, Fix Crowdfunding Act H.R. 5019, Fair Access to Investment Research Act of 2016 H.R. 5143, Transparent Insurance Standards Act of 2016 H.R. 5311, Corporate Governance Reform and Transparency Act of 2016 H.R. 5424, Investment Advisers Modernization Act of 2016 H.R. 5429, SEC Regulatory Accountability Act H.R. 5485/S. 3067, Financial Services and General Government Appropriations Act, 2017, including provisions related to House Amendment 1253 H.R. 5982, Midnight Rules Relief Act of 2016 H.R. 5983, Financial CHOICE Act of 2016 S. 2867, SEC Small Business Advocate Act of 2016 Final regulation on definition of the term "fiduciary"; conflict of interest rule--retirement investment advice (81 Fed. Reg. 20,946, April 8, 2016) Proposed regulations on regulation automated trading (80 Fed. Reg. 78,824, December 17, 2015) Proposed regulations on arbitration agreements (81 Fed. Reg. 32,830, May 24, 2016) Proposed regulations on capital requirements for supervised institutions significantly engaged in insurance activities (81 Fed. Reg. 38,631, June 14, 2016) Proposed regulations payday, vehicle title and certain high-cost installment loans (81 Fed. Reg. 47,864, July 22, 2016) Proposed regulations on amendments relating to disclosure of records and information (81 Fed. Reg. 58,310, August 24, 2016) Proposed regulations on enhanced prudential standards for systemically important insurance companies (81 Fed. Reg. 38,610, June 14, 2016) Notice regarding consumer response company response survey (81 Fed. Reg. 50,484, August 1, 2016) Various issues relating to the implementation of the Dodd-Frank Wall Street Reform and Consumer Protection Act (P.L. 111-203); Basel III capital standards, bank capital, and liquidity reform; political spending disclosures; systemic risk regulation and capital standards for non-bank financial companies; changes to Credit Repair Organizations Act of 1996 (CROA) (P.L. 90-321, Title IV); Securities and Exchange Commission electronic delivery and investment company reporting modernization; Federal Reserve reform; universal ballot; proxy voting system

Dodd Frank Section 956, HR 5983-CHOICE Act, To big to jail/non prosecutions, S-1709 21st Century Glass Steagall act of 2015, HR 5424-Investment Advisors Modernization Act of 2016, HR 4852- Private Placement Improvement Act of 2016, HR 4850-Micro offering Safe Harbor Act, HR 2357-Accelerating acces to Capital Act of 2015, SEC political disclosure rule, Getting SEC rider out of the budget, Wells Fargo scandal and opposing Henserling Financial Deregulatory bill, Banning forced arbitration,

Client expense: $60,000 · Firm income: Not reported

Government targets: Director of National Intelligence (ODNI), Federal Deposit Insurance Corporation (FDIC), HOUSE OF REPRESENTATIVES, Justice, Dept of (DOJ), Occupational Safety & Health Administration (OSHA), Office of Management & Budget (OMB), Office of Special Counsel, Office of the Comptroller of the Currency (OCC), SENATE, Securities & Exchange Commission (SEC), Treasury, Dept of, White House Office

Access to Capital: SBE Council continues to advocate for reforms and solutions to improve capital formation in the U.S. and access to capital for small businesses. Some specific bills include: H.R. 4498: Helping Angels Lead Our Startups (HALOS) Act - SBE Council supported House passage. H.R. 3791: A bill to increase the consolidated asset threshold for small banks - SBE Council supported House passage. H.R. 4139: The Fostering Innovation Act - SBE Council supported House passage. H.R. 4852: The Private Placement Improvement Act of 2016 - SBE Council expressed support and continues to advocate for House passage. H.R. 4855: Fix Crowdfunding Act of 2016 - SBE Council continues to advocate for full House passage. H.R. 4850: Micro Offering Safe Harbor Act - SBE Council supports this legislation. Regulatory Reform and Modernization: SBE Council continues to voice support for comprehensive regulatory reform including streamlining regulations, more openness and transparency in the regulatory process, giving small businesses a meaningful voice in rulemakings, cost-benefit analysis, and looks-backs and sunsetting of regulations. We weighed in on efforts in the House (the Speakers working groups) on both the regulatory reform plan and financial regulatory system overhaul Better Way proposals. Some specific bills include: H.R. 3340: The Financial Stability Council Reform Act - SBE Council supported House passage. S. 2707 and H.R. 4773: Protecting Workplace Advancement and Opportunity Act - SBE Council supports House and Senate bills. H.R. 4768: Separation of Powers Restoration Act - SBE Council supports House passage and action on a similar bill in the Senate. S. 2867: The SEC Small Business Advocate Act of 2016 - SBE Council supports Senate action on the legislation. H.R. 5429: The SEC Regulatory Accountability Act - SBE Council supports this legislation. H.R. 4775: Ozone Standards and Implementation Act of 2016 - SBE Council supports this legislation. H. R. 3880: Stopping EPA Overreach Act - SBE Council supports this legislation. S.J. Res 28: Duplicative Regulation of Catfish - SBE Council is supportive of the resolution. H.R. 5328: The Federal Agency Complete Transparency (FACT) Act - SBE Council supports this legislation. Tax Reform and Relief: SBE Council continues to engage with Congress and the Administration on the need for tax system overhaul, fairness and simplicity for small businesses. We provided feedback to a working group in the House on the Better Way tax reform plan. Federal Government Procurement/Access to Contracts. Specific bills include: H.R. 4284, H.R. 3714, H.R. 4332, H.R. 4325, H.R. 4326 - a package of bills supporting small business government contractors, access to contracts and fair competition. SBE Council supported House passage. Perry Amendment to MilCon/Va Approps: Ensuring Fair and Open Competition for Federal Construction Contracts - SBE Council supported. Government Reform and Accountability/Good Government Bills. Specific bills include: H.R. 5283: Deterring Undue Enforcement by Protecting Rights of Citizens from Excessive Searches and Seizures Act of 2016 (Due Process Act) - SBE Council supports. H.R. 4885: The IRS Oversight While Eliminating Spending (OWES) Act of 2016 - SBE Council supported House passage. H.R. 5053: Preventing IRS Abuse and Protecting Free Speech Act - SBE Council supported. H.R. 4890: Related to IRS Performance and Bonuses - SBE Council supported House passage. H.R. 3724: Ensuring Integrity in the IRS Workforce Act of 2016 - SBE Council supported House passage. Taxpayer Bill of Rights Regarding IRS Examination Process - SBE Council continues to support efforts in the House and Senate to address shortcomings in the system and advance reforms. International Trade, Competitiveness and Tariff Relief, Intellectual Property: SBE Council continues to voice support for trade agreements and efforts to improve and simplify exporting for small businesses. Specific bills include: H.R. 4923: American Manufacturing Competitiveness Act of 2016 - SBE Council supported House passage. Affordable Health Coverage and ACA Reform: SBE Council continues to support multiple efforts to fully reform the Affordable Care Act and replace with market-based alternatives and solutions that produce competition and lower costs for small businesses. Specific bills include: H.R. 5447: Small Business Health Care Relief Act - Legislation to Allow for Health Reimbursement Accounts (HRAs) - SBE Council supported House passage and continues to support S. 3060, the Senate companion bill. Coalition Letter on H.R. 3463: Aligning Childrens Dental Coverage Act of 2015 - SBE Council supports. H.R. 1270: Restoring Access to Medication and Improving Health Savings Act of 2016 - SBE Council supports this legislation. H.R. 5445: The Health Care Security Act of 2016 - SBE Council supports this legislation.

H.R. 8 - North American Energy Security and Infrastructure Act of 2015 Legislation seeks to promote energy efficiency inside the federal government and improve the security of energy-related infrastructure primarily by expanding the Department of Energys authorities. NSBA supports H.R. 9 - Innovation Act Reforms the patent system and introduces measures that would make it more difficult for small businesses to defend their patents. NSBA opposes H.R. 25 - The Fair Tax Act To promote freedom, fairness, and economic opportunity by repealing the income tax and other taxes, abolishing the Internal Revenue Service, and enacting a national sales tax to be administered primarily by the states. NSBA supports H.R. 1105 - Death Tax Repeal Act of 2015 Bill would repeal the estate and generation-skipping transfer taxes, as well as cut the top gift tax rate. NSBA supports H.R. 1155 - Searching for and Cutting Regulations that are Unnecessarily Burdensome (SCRUB) Act of 2015 This bill would create a special commission to review and repeal regulatory requirements which could be removed without significant impact to the regulations overall effectiveness. NSBA supports H.R. 1732 - Regulatory Protection Act of 2015 The legislation would require the EPA to rewrite the waters of the U.S. rule. NSBA supports H.R. 2028 - FY 2017 Energy and Water Development Appropriations bill The legislation would appropriate over $37 billion to federal programs across the agencies, an increase of $355 million over 2016 levels. However, the spending increases are largely attributed to defense-related programs, while nondefense programs, including those at the Army Corps of Engineers, received cuts. NSBA supported amendments to the bill. H.R. 2045 - TROL Act Legislation would allow the FTC to go after patent trolls which often target small business patent holders. NSBA supports H.R. 2187 - The Fair Investment Opportunities for Professional Experts Act Requires the Securities and Exchange Commission (SEC) to rewrite the accredited investor definition and would codify the current financial thresholds so that they may not be raised by the Securities and Exchange Commission (SEC) except by statute. NSBA supports H.R. 2775 - The Remote Transactions Parity Act of 2015 The bill allows states that meet simplification requirements to require remote sellers to collect taxes due on items purchased by consumers in those states. NSBA is monitoring H.R. 2911 - Small Business Healthcare Relief Act This bill amends the Internal Revenue Code and the Employee Retirement Income Security Act of 1974 (ERISA) to allow an employer with fewer than 50 employees that does not offer group health insurance coverage to establish a health reimbursement arrangement. NSBA supports H.R. 3326 - Defend Trade Secrets Act of 2015 Creates a right of action in federal court for trade secrets violations and creates mechanisms to prevent the release of trade secret information. NSBA supports H.R. 3784 - The SEC Small Business Advocate Act of 2016 This bill would establish an Office of the Small Business Advocate within the SEC to advocate on behalf of small businesses and to be a resource for small businesses. NSBA supports H.R. 4168 - Small Business Capital Formation Enhancement Act The measure will require the Securities and Exchange Commission (SEC) to respond to recommendations made during the annual Government-Business Forum on Small Business Capital Formation. NSBA supports H.R. 4341 - Defending Americas Small Contractors Act of 2016 The bill introduces a number of reforms to increase transparency and the ability of small businesses to compete in the federal marketplace. NSBA supports H.R. 4377 - American Business Competitiveness Act The bill cuts the corporate income tax to 25 percent; limits the top tax rate on non-corporate business income to 25 percent; allows businesses to deduct investment costs when they occur (full expensing); eliminates most business tax credits and many deductions; and moves to a territorial tax system like most developed nations. NSBA is monitoring H.R. 4612 - Midnight Rule Relief Act of 2016 Legislation would prevent agencies from proposing or finalizing regulations from the day after elections to the day of the next presidential inauguration. NSBA supports H.R. 4638 - Main Street Growth Act The legislation seeks to make small business offerings more attractive to investors by creating venture exchanges which will bring together buyers and sellers for of venture securities. NSBA supports H.R. 4768 - Separation of Powers Restoration Act of 2016 Legislation would effectively eliminate Chevron Deference when courts review agency actions. NSBA supports H.R. 4773 - Protecting Workplace Advancement and Opportunity Act Legislation would nullify the Department of Labors overtime exemption rule and would require DOL to perform an economic analysis of how changes to overtime regulations will impact nonprofits, small businesses, and employers in other vulnerable industry sectors before issuing a new rule. NSBA supports H.R. 4783 - Commercializing on Small Business Innovation Act of 2016 Legislation would reauthorize the SBIR/STTR programs through 2022. NSBA supports H.R. 4831 - S-Corp Bill Legislation would amend the tax code to clarify that shareholders in an S-Corp. who acquired their shares through crowdfunding would not count against the 100 shareholder cap. NSBA supports H.R. 4850 - Micro Offering Safe Harbor Act Measure would create an exemption from registration requirements under the Securities Act for certain small securities offerings. NSBA supports H.R. 4852 - the Private Placement Improvement Act Would require the Securities and Exchange Commission (SEC) to amend the requirements for Regulation D offerings. It would also direct the SEC to revise rules regarding 506 offerings of a private fund to characterize as an accredited investor a knowledgeable employee of that private fund or the funds investment advisor. NSBA is monitoring H.R. 4854 - Supporting Americas Innovators Act Legislation would amend the Investment Company Act of 1940 to expand the investor limitation for qualifying venture capital funds under an exemption from the definition of an investment company. NSBA is monitoring H.R. 4855 - Fix Crowdfunding Act Measure would amend the crowdfunding provisions included in the Jobs Act and would increase the crowdfunding limit from $1 million to $5 million. NSBA is monitoring H.R. 4909 - FY 2017 National Defense Authorization Act H.R. 4909 authorizes $610 billion in spending for the DOD and also makes a number of changes to the procurement process for small firms. NSBA supports H.R. 5076 - Main Street Fairness Act Establishes that businesses that file their taxes as pass-through income-sole proprietorships, partnerships, LLCs and S corporations-will never pay a higher tax rate than their larger counterparts. NSBA supports H.R. 5156 - Small Business Credit Card Act of 2016 Legislation would further protect small-business owners credit cards from unfair and deceptive practices of credit card companies. NSBA supports H.J. Res. 71 - Clean Power Plan - Congressional Review Act This resolution would invoke the Congressional Review Act and roll back the Clean Power Plan regulations promulgated by the EPA to cut carbon emissions. NSBA Supports H.J. Res. 72 - Clean Power Plan - Congressional Review Act This resolution would invoke the Congressional Review Act and roll back the Clean Power Plan regulations promulgated by the EPA to cut carbon emissions. NSBA supports H.J.Res. 95 A resolution under the Congressional Review Act to protect workers, students, nonprofit organizations, and small-business owners from the consequences of the Department of Labors controversial overtime rule. NSBA supports S. 155 - the Fair Tax Act To promote freedom, fairness, and economic opportunity by repealing the income tax and other taxes, abolishing the Internal Revenue Service, and enacting a national sales tax to be administered primarily by the states. NSBA supports S. 632 - STRONG Patent Act The bill introduces modest patent reforms that would afford small businesses greater protections for their patents. NSBA supports S.698 - Marketplace Fairness Act of 2015 The bill would require eCommerce sellers who gross over $1million in remote (out-of-state) sales per year to collect sales tax from buyers in all 45 states (plus D.C.) that impose a sales tax. NSBA is monitoring S. 1137 - PATENT Act Reforms the patent system and introduces measures that would make it more difficult for small businesses to defend their patents. NSBA opposes S. 1140 - Federal Water Quality Protection Act The legislation would require the EPA to rewrite the waters of the U.S. rule. NSBA supports S. 1584 - Renewable Fuel Standard Repeal Act The bill would remove the renewable fuel standard. NSBA is monitoring S. 1607 - Independent Agency Regulatory Analysis Act of 2015 Creates a procedure whereby the president can require independent regulatory agencies to comply with the same rulemaking requirements that other agencies do. NSBA supports S. 1683 - Searching for and Cutting Regulations that are Unnecessarily Burdensome (SCRUB) Act of 2015 This bill would create a special commission to review and repeal regulatory requirements which could be removed without significant impact to the regulations overall effectiveness. NSBA supports S. 1697 - Small Business Healthcare Relief Act This bill amends the Internal Revenue Code and the Employee Retirement Income Security Act of 1974 (ERISA) to allow an employer with fewer than 50 employees that does not offer group health insurance coverage to establish a health reimbursement arrangement. NSBA supports S. 1890 - Defend Trade Secrets Act of 2015 Creates a right of action in federal court for trade secrets violations and creates mechanisms to prevent the release of trade secret information. NSBA supports S. 2006 - Regulatory Accountability Act of 2015 Legislation amends the APA to require that regulating agencies do more thorough examinations of the costs and benefits of promulgating regulations. NSBA supports S. 2012 - Energy Policy Modernization Act of 2015 Measure would make a number of changes impacting the security and the reliability of the energy grid. NSBA supports S. 2582 - Midnight Rule Relief Act of 2016 The bill would prevent agencies from proposing or finalizing regulations from the day after elections to the day of the next presidential inauguration. NSBA supports S. 2696 - Protect Small Business Jobs Act of 2016 Would create a six month grace period for first time regulations violations by small businesses which do not place anyone in imminent danger. NSBA supports S. 2707 - Protecting Workplace Advancement and Opportunity Act Legislation would nullify the Department of Labors overtime exemption rule and would require DOL to perform an economic analysis of how changes to overtime regulations will impact nonprofits, small businesses, and employers in other vulnerable industry sectors before issuing a new rule. NSBA supports S. 2724 - Separation of Powers Restoration Act of 2016 Legislation would effectively eliminate Chevron Deference when courts review agency actions. NSBA supports S. 2733 - Venue Equity and Non-Uniformity Elimination Act of 2016 This legislation will make changes to existing venue requirements in patent infringement litigation. NSBA opposes S. 2792 - Rapid Innovation Fund Enhancement Act of 2016 Legislation would reform the RIF program to ensure small businesses are always able to participate. NSBA supports S. 2793 - SBIR/STTR Reauthorization Act of 2016 The legislation would permanently reauthorize the Small Business Innovation Research (SBIR) and Small Business Technology Transfer (STTR) programs. The programs are currently set to expire in 2017. NSBA supports S. 2812 - SBIR/STTR Reauthorization Act of 2016 Legislation would permanently reauthorize the SBIR and STTR programs. NSBA supports S. 2847 - Prove It Act Legislation would allow the Chief Counsel of Advocacy to challenge an agency certification of no significant impact on small businesses under the Regulatory Flexibility Act. NSBA is monitoring S. 2898 - the Small Business National Security Innovation Act of 2016 Legislation would allow SBIR and STTR small businesses to more easily contract to do follow-on work. NSBA supports S.J. Res. 22 - WOTUS Congressional Review Act Resolution This resolution would invoke the Congressional Review Act and roll back the WOTUS rule which EPA finalized in May 2015. NSBA supports S.J.Res.34 A resolution under the Congressional Review Act (CRA) that would block implementation of the administrations overtime rule. NSBA supports

Capital Formation Investment Incentives ---H.R. 2179: PARTNER Act ---Reform of Capital Gains Rules ---Reform of Net Operating Loss Rules ---Reform of Passive Loss Rules ---S. 341: Start-up Jobs and Innovation Act ---S. 537: COMPETE Act Capital Market Enhancements ---H.R. 1675/S. 576: Encouraging Employee Ownership Act ---H.R. 1675: Capital Markets Improvement Act ---H.R. 2354: Streamlining Excessive and Costly Regulations Review Act ---H.R. 2357: Accelerating Access to Capital Act ---H.R. 3784/S.2867: Securities & Exchange Commission Small Business Advocate Act ---H.R. 4168: Small Business Capital Formation Enhancement Act ---H.R. 4638: Main Street Growth Act ---H.R. 2187: Fair Investment Opportunities for Professional Experts Act ---Financial CHOICE Act (House Discussion Draft) Small Business Innovation Research (SBIR) Program Proxy Advisory Services ---Impact of Policies on Small Public Companies ---H.R. 5311: The Corporate Governance Reform and Transparency Act of 2016 ---Financial CHOICE Act (House Discussion Draft) Reform of SEC Regulation D ---H.R. 4498/S.978: HALOS Act ---H.R. 4852: Private Placement Improvement Act ---Financial CHOICE Act (House Discussion Draft) Sarbanes Oxley Section 404 (b) ---H.R. 4139: Fostering Innovation Act ---PCAOB Audit Cost Increases ---Small Issuer Exemption ---Financial CHOICE Act (House Discussion Draft) Short Selling Transparency ---H.R.5485/S.3067: Financial Services and General Government Appropriations for FY 2017 XBRL Exemption for Small Public Companies ---H.R. 1675: Capital Markets Improvement Act ---H.R. 1965: Small Company Disclosure Simplification Act ---Financial CHOICE Act (House Discussion Draft) Legislative Amendments to SEC Rule 12b-2 Filing Status Definitions

Client expense: $2,310,000 · Firm income: Not reported

H.R. 601, Eliminate Privacy Notice Confusion Act H.R. 766, Financial Institution Customer Protection Act of 2015 H.R. 1023/S. 552, Small Business Investment Company Capital Act of 2015 H.R. 1090, Retail Investor Protection Act H.R. 1195, Bureau of Consumer Financial Protection Advisory Boards Act H.R. 1259, Helping Expand Lending Practices in Rural Communities Act H.R. 1265, Bureau Advisory Commission Transparency Act H.R. 1486, Taking Account of Bureaucrats' Spending (TABS) Act of 2016 H.R. 1550, Financial Stability Oversight Council Improvement Act of 2015 H.R. 1675, Capital Markets Improvement Act of 2016 H.R. 1965, Small Company Disclosure Simplification Act H.R. 1975, Securities and Exchange Commission Overpayment Credit Act H.R. 2289, Commodity End User Relief Act H.R. 2356, Fair Access to Investment Research Act of 2015 H.R. 2357, Accelerating Access to Capital Act of 2015 H.R. 2477, Financial Transparency Act of 2015 H.R. 2648/S. 1109, Truth in Settlements Act of 2015 H.R. 2901/S. 1679, Flood Insurance Market Parity and Modernization Act H.R. 3340, Financial Stability Oversight Council Reform Act H.R. 3557, FSOC Transparency and Accountability Act H.R. 3738, Office of Financial Research Accountability Act of 2015 H.R. 3784, SEC Small Business Advocate Act of 2015 H.R. 3791, To raise the consolidated assets threshold under the small bank holding company policy statement, and for other purposes H.R. 3798, Due Process Restoration Act of 2015 H.R. 3868, Small Business Credit Availability Act H.R. 4096, Investor Clarity and Bank Parity Act H.R. 4139, Fostering Innovation Act of 2015 H.R. 4166, Expanding Proven Financing for American Employers Act H.R. 4168, Small Business Capital Formation Enhancement Act H.R. 4216/S. 1802, Consumer Financial Choice and Capital Markets Protection Act of 2015 H.R. 4293, Affordable Retirement Advice Protection Act H.R. 4294, Strengthening Access to Valuable Education and Retirement Support (SAVERS) Act of 2015 H.R. 4450/S. 2489, Incorporation Transparency and Law Enforcement Assistance Act H.R. 4498/S. 978, Helping Angels Lead Our Startups (HALOS) Act H.R. 4620, Preserving Access to CRE Capital Act of 2016 H.R. 4718, Gender Diversity in Corporate Leadership Act of 2016 H.R. 4852, Private Placement Improvement Act of 2016 H.R. 4854, Supporting America's Innovators Act of 2016 H.R. 4855, Fix Crowdfunding Act H.R. 5019, Fair Access to Investment Research Act of 2016 H.R. 5143, Transparent Insurance Standards Act of 2016 H.R. 5311, Corporate Governance Reform and Transparency Act of 2016 H.R. 5424, Investment Advisers Modernization Act of 2016 H.R. 5429, SEC Regulatory Accountability Act H.R. 5485, Financial Services and General Government Appropriations Act, 2017 S. 1484, Financial Regulatory Improvement Act of 2015 S. 2867, SEC Small Business Advocate Act of 2016 S. 2917, Commodity End-User Relief Act H.J. Res. 88, Disapproving the rule submitted by the Department of Labor relating to the definition of the term "Fiduciary" S.J. Res. 33, A joint resolution providing for congressional disapproval under chapter 8 of title 5, United States Code, of the rule submitted by the Department of Labor relating to the definition of the term "fiduciary" and the conflict of interest rule with respect to retirement investment advice Draft legislation on conflict minerals disclosures Proposed regulations on the definition of the term fiduciary; Conflict of interest rule-retirement investment advice (80 Fed. Reg. 21,928, April 20, 2015) Various issues relating to the implementation of the Dodd-Frank Wall Street Reform and Consumer Protection Act (P.L. 111-203), including sections 953 and 1502; ratification of the Convention on the Assignment of Receivables in International Trade; Basel III capital standards, bank capital, and liquidity reform; Trust Indenture Act (P.L. 76-253); political spending disclosures; systemic risk regulation and capital standards for non-bank financial companies; Consumer Financial Protection Bureau arbitration rule; Consumer Financial Protection Bureau payday and small dollar lending rule; Consumer Financial Protection Bureau online lending proposal; Consumer Financial Protection Bureau auto financing standard; Consumer Financial Protection Bureau no action letters; Federal Reserve reform; universal ballot; proxy voting system

HR 1261, Bureau of Consumer Financial Protection Accountability Act of 2015 Commodity End User Relief Act HR 3340 HR 2289, The Commodity End User Relief Act S. 2790, the Financial Institution Customer Protection Act of 2016 S. 2663, the so-called Reforming CFPB Indirect Auto Financing Guidance Act. Investment Advisors Modernization Act of 2016 the SEC Regulatory Accountability Act. HR 5112, Unfair or Deceptive Acts or Practices Uniformity Act HR 4139, the Fostering Innovation Act H.R. 4850, the Micro Offering Improvement Act H.R. 4852, the Private Placement Improvement Act H.R. 4854, the Supporting Americas Innovators Act H.R. 4855, the Fix Crowdfunding Act H.R. 5311, the Corporate Governance Reform and Transparency Act H.R. 5421, the National Securities Exchange Regulatory Parity Act H.R. 5424, the Investment Advisers Modernization Act H.R. 5429, the SEC Regulatory Accountability Act HJ Res 88 HR 5485, The Financial Services and General Government Appropriations Act of 2017 The Financial CHOICE Act H.R. 5211 - CFPB Dual Mandate and Economic Analysis Act HR 2889 Carried Interest Fairness Act HR 2103 -Stop Subsidizing Multimillion Dollar Corporate Bonuses Act HR 4018 - Consumer Protection and Choice Act HR 4737 - State and Tribal Government Sovereignty Protection Act of 2016 S. 1686 Carried Interest Fairness Act Non-profit depository institutions Financial Transaction Tax CEO Bonus Loophole Bank worker issues Wage garnishment Postal Banking The Poverty, Opportunity, and Upward Mobility plan Financial Policy Riders Payday Lending Reform CFPB Arbitration Rule/Forced Arbitration Private Equity tax loophole CFPB Defense DoL Fiduciary Rule Title II of the Dodd-Frank Act

Client expense: $310,376 · Firm income: Not reported

Dodd/Frank Sec 165, HR 4894-Repeal title II of the Dodd/Frank Wall Street reform & consumer protection Act, CFTC reauthorization, Dodd/Frank 956 implementation, HR 3054/S 1709-21st Century Glass Steagall Act of 2015, HR 381-return to prudent banking act of 2015, HR 4139-Fostering innovation act of 2015, JOBS act, HR 4850-Micro offering safe harbor act, HR 4852-Private Placement Improvement Act of 2016, HR 4854-Supporting America's innovations Act of 2016, HR 4855-Fix Crowdfunding act, HR 5143-Transparent Insurance Standards Act of 2016, HR 5311 Corporate Goverance Reform & Transparency act of 2016, HR 5429-SEC regulatory accountability act, SEC oversight, pushing for an SEC rule requiring political disclosure, payday rule, postal banking,

Client expense: $60,000 · Firm income: Not reported

Government targets: Consumer Product Safety Commission (CPSC), Education, Dept of, Environmental Protection Agency (EPA), Federal Deposit Insurance Corporation (FDIC), Federal Reserve System, HOUSE OF REPRESENTATIVES, Labor, Dept of (DOL), Natl Credit Union Administration (NCUA), Occupational Safety & Health Administration (OSHA), Office of the Comptroller of the Currency (OCC), SENATE, Securities & Exchange Commission (SEC), Treasury, Dept of, White House Office