II 

118TH CONGRESS 

2D SESSION S. 5121 

To amend the Securities Act of 1933 and the Dodd-Frank Wall Street 

Reform and Consumer Protection Act with respect to the definition 

of the term ‘‘accredited investor’’, and for other purposes. 

IN THE SENATE OF THE UNITED STATES 

SEPTEMBER 19, 2024 

Mr. HAGERTY introduced the following bill; which was read twice and referred 

to the Committee on Banking, Housing, and Urban Affairs 

A BILL 

To amend the Securities Act of 1933 and the Dodd-Frank 

Wall Street Reform and Consumer Protection Act with 

respect to the definition of the term ‘‘accredited investor’’, and for other purposes. 

1 Be it enacted by the Senate and House of Representa2 tives of the United States of America in Congress assembled, 

3 SECTION 1. SHORT TITLE. 

4 This Act may be cited as the ‘‘Accredited Investor 

5 Definition Review Act’’. 


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1 SEC. 2. CERTIFICATIONS, DESIGNATIONS, AND CREDEN2 TIALS UNDER THE DEFINITION OF ACCRED3 ITED INVESTOR. 

4 Section 2(a)(15) of the Securities Act of 1933 (15 

5 U.S.C. 77b(a)(15)) is amended— 

6 (1) by redesignating clauses (i) and (ii) as sub7 paragraphs (A) and (B), respectively; 

8 (2) in subparagraph (A), as so redesignated, by 

9 striking ‘‘adviser; or’’ and inserting ‘‘adviser;’’; 

10 (3) in subparagraph (B), as so redesignated, by 

11 striking the period at the end and inserting ‘‘; or’’; 

12 and 

13 (4) by adding at the end the following: 

14 ‘‘(C) an individual holding such certifi15 cations, designations, or credentials— 

16 ‘‘(i) as the Commission determines 

17 necessary or appropriate in the public in18 terest or for the protection of investors; 

19 and 

20 ‘‘(ii) that are not less broad than 

21 those certifications, designations, or cre22 dentials described in the amendments 

23 made to section 230.501 of title 17, Code 

24 of Federal Regulations, by the final rule of 

25 the Commission entitled ‘Accredited InvesVerDate Sep 11 2014 03:00 Sep 28, 2024 Jkt 049200 PO 00000 Frm 00002 Fmt 6652 Sfmt 6201 E:\BILLS\S5121.IS S5121

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1 tor Definition’ (85 Fed. Reg. 64234 (Octo2 ber 9, 2020)).’’. 

3 SEC. 3. PERIODIC REVIEW OF CERTIFICATIONS, DESIGNA4 TIONS, AND CREDENTIALS. 

5 Section 413(b) of the Dodd-Frank Wall Street Re6 form and Consumer Protection Act (15 U.S.C. 77b note) 

7 is amended by adding at the end the following: 

8 ‘‘(3) PERIODIC REVIEW OF CERTIFICATIONS, 

9 DESIGNATIONS, AND CREDENTIALS.—Not later than 

10 18 months after the date of enactment of this para11 graph and not less frequently than once every 5 

12 years thereafter, the Commission shall— 

13 ‘‘(A) review the list of certifications, des14 ignations, and credentials accepted with respect 

15 to meeting the requirements of the definition of 

16 ‘accredited investor’ under section 2(a)(15) of 

17 the Securities Act of 1933 (15 U.S.C. 

18 77b(a)(15)) and the rules issued under such 

19 section 2(a)(15); 

20 ‘‘(B) add such certifications, designations, 

21 and credentials to the list described in subpara22 graph (A) as the Commission determines are 

23 substantially similar in measuring the financial 

24 sophistication, knowledge, and experience in fi25 nancial matters of an individual to the certifiVerDate Sep 11 2014 03:00 Sep 28, 2024 Jkt 049200 PO 00000 Frm 00003 Fmt 6652 Sfmt 6201 E:\BILLS\S5121.IS S5121

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1 cations, designations, and credentials included 

2 on that list at the time of that review; and 

3 ‘‘(C) adjust or modify that list as the Com4 mission determines necessary or appropriate in 

5 the public interest or for the protection of in6 vestors.’’. 

Æ 


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