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[Congressional Bills 114th Congress]
[From the U.S. Government Publishing Office]
[H.R. 2356 Reported in House (RH)]

<DOC>

                                                 Union Calendar No. 304
114th CONGRESS
  2d Session
                                H. R. 2356

                          [Report No. 114-401]

  To direct the Securities and Exchange Commission to provide a safe 
  harbor related to certain investment fund research reports, and for 
                            other purposes.

_______________________________________________________________________

                    IN THE HOUSE OF REPRESENTATIVES

                              May 15, 2015

 Mr. Hill (for himself and Mr. Carney) introduced the following bill; 
       which was referred to the Committee on Financial Services

                            January 28, 2016

Committed to the Committee of the Whole House on the State of the Union 
                       and ordered to be printed

_______________________________________________________________________

                                 A BILL

 
  To direct the Securities and Exchange Commission to provide a safe 
  harbor related to certain investment fund research reports, and for 
                            other purposes.

 

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

SECTION 1. SHORT TITLE.

    This Act may be cited as the ``Fair Access to Investment Research 
Act of 2015''.

SEC. 2. SAFE HARBOR FOR INVESTMENT FUND RESEARCH.

    (a) Expansion of Safe Harbor.--Not later than the end of the 45-day 
period beginning on the date of enactment of this Act, the Securities 
and Exchange Commission shall propose, and not later than the end of 
the 120-day period beginning on such date, the Commission shall adopt, 
upon such terms, conditions, or requirements as the Commission may 
determine necessary or appropriate in the public interest, for the 
protection of investors, and for the promotion of capital formation, 
revisions to section 230.139 of title 17, Code of Federal Regulations, 
to provide that a covered investment fund research report--
            (1) shall be deemed, for purposes of sections 2(a)(10) and 
        5(c) of the Securities Act of 1933, not to constitute an offer 
        for sale or an offer to sell a security that is the subject of 
        an offering pursuant to a registration statement that the 
        issuer proposes to file, or has filed, or that is effective, 
        even if the broker or dealer is participating or will 
        participate in the registered offering of the covered 
        investment fund's securities; and
            (2) shall be deemed to satisfy the conditions of subsection 
        (a)(1) or (a)(2) of section 230.139 of title 17, Code of 
        Federal Regulations, or any successor provisions, for purposes 
        of the Commission's rules and regulations under the Federal 
        securities laws and the rules of any self-regulatory 
        organization.
    (b) Implementation of Safe Harbor.--In implementing the safe harbor 
pursuant to subsection (a), the Commission shall--
            (1) not, in the case of a covered investment fund with a 
        class of securities in substantially continuous distribution, 
        condition the safe harbor on whether the broker's or dealer's 
        publication or distribution of a covered investment fund 
        research report constitutes such broker's or dealer's 
        initiation or reinitiation of research coverage on such covered 
        investment fund or its securities;
            (2) not--
                    (A) require the covered investment fund to have 
                been registered as an investment company under the 
                Investment Company Act of 1940 or subject to the 
                reporting requirements of section 13 or 15(d) of the 
                Securities Exchange Act of 1934 for any period 
                exceeding twelve months; or
                    (B) impose a minimum float provision exceeding that 
                referenced in subsection (a)(1)(i)(A)(1)(i) of section 
                230.139 of title 17, Code of Federal Regulations;
            (3) provide that a self-regulatory organization may not 
        maintain or enforce any rule that would--
                    (A) condition the ability of a member to publish or 
                distribute a covered investment fund research report on 
                whether the member is also participating in a 
                registered offering or other distribution of any 
                securities of such covered investment fund;
                    (B) condition the ability of a member to 
                participate in a registered offering or other 
                distribution of securities of a covered investment fund 
                on whether the member has published or distributed a 
                covered investment fund research report about such 
                covered investment fund or its securities; or
                    (C) require the filing of a covered investment fund 
                research report with such self-regulatory organization; 
                and
            (4) provide that a covered investment fund research report 
        shall not be subject to sections 24(b) or 34(b) of the 
        Investment Company Act of 1940 or the rules and regulations 
        thereunder.
    (c) Rules of Construction.--Nothing in this Act shall be construed 
as in any way limiting--
            (1) the applicability of the antifraud provisions of the 
        Federal securities laws; or
            (2) the authority of any self-regulatory organization to 
        examine or supervise a member's practices in connection with 
        such member's publication or distribution of a covered 
        investment fund research report for compliance with otherwise 
        applicable provisions of the Federal securities laws or self-
        regulatory organization rules.
    (d) Interim Effectiveness of Safe Harbor.--From and after the 120-
day period beginning on the date of enactment of this Act, if the 
Commission has not met its obligations pursuant to subsection (a) to 
adopt revisions to section 230.139 of title 17, Code of Federal 
Regulations, and until such time as the Commission has done so, a 
covered investment fund research report published or distributed by a 
broker or dealer after such date shall be deemed to meet the 
requirements of section 230.139 of title 17, Code of Federal 
Regulations, and to satisfy the conditions of subsection (a)(1) or 
(a)(2) thereof for purposes of the Commission's rules and regulations 
under the Federal securities laws and the rules of any self-regulatory 
organization, as if revised and implemented in accordance with 
subsections (a) and (b).
    (e) Definitions.--For purposes of this Act:
            (1) Covered investment fund research report.--The term 
        ``covered investment fund research report'' means a research 
        report published or distributed by a broker or dealer about a 
        covered investment fund or any of its securities.
            (2) Covered investment fund.--The term ``covered investment 
        fund'' means--
                    (A) an investment company registered under, or that 
                has filed an election to be treated as a business 
                development company under, the Investment Company Act 
                of 1940 and that has filed a registration statement 
                under the Securities Act of 1933 for the public 
                offering of a class of its securities, which 
                registration statement has been declared effective by 
                the Commission; and
                    (B) a trust or other person--
                            (i) that has a class of securities listed 
                        for trading on a national securities exchange;
                            (ii) the assets of which consist primarily 
                        of commodities, currencies, or derivative 
                        instruments that reference commodities or 
                        currencies, or interests in the foregoing; and
                            (iii) that allows its securities to be 
                        purchased or redeemed, subject to conditions or 
                        limitations, for a ratable share of its assets.
            (3) Research report.--The term ``research report'' has the 
        meaning given to that term under section 2(a)(3) of the 
        Securities Act of 1933, except that such term shall not include 
        an oral communication.
            (4) Self-regulatory organization.--The term ``self-
        regulatory organization'' has the meaning given to that term 
        under section 3(a)(26) of the Securities Exchange Act of 1934.
                                                 Union Calendar No. 304

114th CONGRESS

  2d Session

                               H. R. 2356

                          [Report No. 114-401]

_______________________________________________________________________

                                 A BILL

  To direct the Securities and Exchange Commission to provide a safe 
  harbor related to certain investment fund research reports, and for 
                            other purposes.

_______________________________________________________________________

                            January 28, 2016

Committed to the Committee of the Whole House on the State of the Union 
                       and ordered to be printed
```