I
118THCONGRESS
1
STSESSION H. R. 2605
To amend the Securities Exchange Act of 1934 to exclude qualified institu-
tional buyers and institutional accredited investors when calculating hold-
ers of a security for purposes of the mandatory registration threshold
under such Act, and for other purposes.
IN THE HOUSE OF REPRESENTATIVES
APRIL13, 2023
Mr. M
CHENRYintroduced the following bill; which was referred to the
Committee on Financial Services
A BILL
To amend the Securities Exchange Act of 1934 to exclude
qualified institutional buyers and institutional accredited
investors when calculating holders of a security for pur-
poses of the mandatory registration threshold under such
Act, and for other purposes.
Be it enacted by the Senate and House of Representa-1
tives of the United States of America in Congress assembled, 2
SECTION 1. EXCLUSIONS FROM MANDATORY REGISTRA-3
TION THRESHOLD. 4
(a) I
NGENERAL.—Section 12(g)(1) of the Securities 5
Exchange Act of 1934 (15 U.S.C. 78l(g)(1)) is amended— 6
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•HR 2605 IH
(1) in paragraph (A)(i), by inserting after ‘‘per-1
sons’’ the following: ‘‘(that are not a qualified insti-2
tutional buyer or an institutional accredited inves-3
tor)’’; and 4
(2) in paragraph (B), by inserting after ‘‘per-5
sons’’ the following: ‘‘(that are not a qualified insti-6
tutional buyer or an institutional accredited inves-7
tor)’’. 8
(b) N
ONAPPLICABILITY OF GENERALEXEMPTIVE 9
A
UTHORITY.—Section 36 of the Securities Exchange Act 10
of 1934 (15 U.S.C. 78mm) shall not apply to the matter 11
inserted by the amendments made by subsection (a). 12
Æ
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