Fair Access to Investment Research Act of 2017

To direct the Securities and Exchange Commission to provide a safe harbor related to certain investment fund research reports, and for other purposes. 1. Short title This Act may be cited as the Fair Access to Investment Research Act of 2017 2. Safe harbor for investment fund research (a) Expansion of the safe harbor Not later than the end of the 45-day 180-day 180-day 270-day (1) shall be deemed, for purposes of sections 2(a)(10) and 5(c) of the Securities Act of 1933 ( 15 U.S.C. 77b(a)(10) (2) shall be deemed to satisfy the conditions of paragraph (a) (a) (a) (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 ( 15 U.S.C. 80a–1 15 U.S.C. 78m paragraph (a)(1)(i)(A)(1) of (a)(1)(i)(A)(1) (B) impose a minimum float provision exceeding that referenced in paragraph (a)(1)(i)(A)(1)(i) of (a)(1)(i)(A)(1)(i) (3) provide that a self-regulatory organization may not maintain or enforce any rule that would— (A) prohibit the ability of a member to publish or distribute a covered investment fund research report solely because the member is also participating in a registered offering or other distribution of any securities of such covered investment fund; or (B) prohibit the ability of a member to participate in a registered offering or other distribution of securities of a covered investment fund solely because the member has published or distributed a covered investment fund research report about such covered investment fund or its securities; and (4) provide that a covered investment fund research report shall not be subject to section 24(b) of the Investment Company Act of 1940 ( 15 U.S.C. 80a–24(b) (c) Rules of construction Nothing in this Act shall be construed as in any way limiting— (1) the applicability of the antifraud or antimanipulation provisions of the Federal securities laws and rules adopted thereunder to a covered investment fund research report, including section 17 of the Securities Act of 1933 ( 15 U.S.C. 77q 15 U.S.C. 80a–33(b) 15 U.S.C. 78i (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 applicable provisions of the Federal securities laws or self-regulatory organization rules related to research reports, including those contained in rules governing communications with the public , or to require the filing of communications with the public the purpose of which is not to provide research and analysis of covered investment funds (d) Interim effectiveness of safe harbor (1) In general From and after the 180-day 270-day (a) (a) that 230.139(a) of title 17, Code of Federal Regulations, (2) Status of covered investment fund After such period and until the Commission has adopted revisions to section 230.139 of title 17, Code of Federal Regulations, and FINRA has revised rule 2210, for purposes of subsection (c)(7)(O) of such rule, a covered investment fund shall be deemed to be a security that is listed on a national securities exchange and that is not subject to section 24(b) of the Investment Company Act of 1940 ( 15 U.S.C. 80a–24(b) Communications concerning only covered investment funds that fall within the scope of such section shall not be required to be filed with FINRA. (3) Covered investment funds communications (A) In general Except as provided in subparagraph (B), communications that concern only covered investment funds that fall within the scope of section 24(b) of the Investment Company Act of 1940 ( 15 U.S.C. 80a–24(b) (B) Exception FINRA may require the filing of communications with the public if the purpose of those communications is not to provide research and analysis of covered investment funds. (e) Definitions For purposes of this Act: (1) The term covered investment fund research report ( 2 1 The term covered investment fund (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 ( 15 U.S.C. 80a–1 15 U.S.C. 77a (B) a trust or other person— (i) issuing securities in an offering registered under the Securities Act of 1933 ( 15 U.S.C. 77a (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 provides in its registration statement under the Securities Act of 1933 ( 15 U.S.C. 77a (2) The term covered investment fund research report (3) The term FINRA (4) The term research report 15 U.S.C. 77b(a) (5) The term self-regulatory organization to 15 U.S.C. 78c(a) March 13, 2017 Reported with amendments

Summary: Fair Access to Investment Research Act of 2017 (Sec. 2) This bill directs the Securities and Exchange Commission (SEC) to establish and implement a "safe harbor" for certain investment fund research reports published by brokers and dealers. Such reports shall be deemed not to be "offers" under specified provisions of securities law, even if the broker or dealer participates in the registered offering of the investment fund's securities. In implementing the safe harbor, the SEC must prohibit a self-regulatory organization from maintaining or enforcing a rule that would prevent a member from: (1) publishing or distributing a covered investment fund research report solely because the member is also participating in a registered offering of the fund, or (2) participating in a registered offering of a covered investment fund solely because the member has published a research report about the fund. The bill restricts the SEC from conditioning the safe harbor upon specified requirements. The safe harbor shall generally not apply to reports about a business development company or a registered closed-end investment company published by a broker or dealer during a specified time frame.