The JOBS Act does not amend or modify the 2003 Global Research Settlement. Therefore, the firms involved in the settlement cannot take advantage of the provisions of the JOBS Act relating to research analysts and IPOs of emerging growth companies (EGCs) without violating the terms of the court order (see Questions 2 through 5).

The SEC staff interpreted Section 105(b) of the JOBS Act as reflecting Congressional intent to allow analysts to participate in EGC management presentations with sales force personnel to avoid separate duplicative presentations at a time when senior management's resources are limited. However, because the JOBS Act did not affect the Global Research Settlement, only firms that are not bound by that court order can have analysts attend meetings with EGC management and investment banking personnel in connection with an IPO, such as pitch meetings, if they do not engage in otherwise prohibited conduct (such as using analysts to solicit investment banking business) (see Question 4).

The SEC staff interpreted Section 105(b) narrowly so that it does not affect provisions of NASD and NYSE rules that relate to communications in the presence of investors (NASD Rules 2711(c)(5)(A) and (B) and NYSE Rules 472(b)(6)(i)(a) and (b)). The JOBS Act does not permit analysts to participate in road shows or otherwise engage in communications with customers about an investment banking transaction in the presence of investment bankers or company management (see Question 5).

An EGC can continue to test the waters after filing of registration statement in a manner consistent with Rule 15c2-8(e) of the Exchange Act. The SEC staff offered an example of how to do so in Question 1 of the FAQs. In particular, the SEC staff noted that the "test the waters" provision of the JOBS Act does not change the meaning of the term "solicit customers' orders" for purposes of Rule 15c2-8(e).

Other provisions of NASD and NYSE rules are not affected by the JOBS Act (see Questions 6 through 9 and Question 13).

The JOBS Act does not affect the requirements of Regulation AC (see Questions 11 and 12).