IIB 
113TH CONGRESS 
2D SESSION 
H. R. 4569 
IN THE SENATE OF THE UNITED STATES 
DECEMBER 3, 2014 
Received; read twice and referred to the Committee on Banking, Housing, and 
Urban Affairs 
AN ACT 
To require the Securities and Exchange Commission to make 
certain improvements to form 10-K and regulation S- 
K, and for other purposes. 
Be it enacted by the Senate and House of Representa-
tives of the United States of America in Congress assembled, 
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SECTION 1. SHORT TITLE. 
This Act may be cited as the ‘‘Disclosure Moderniza-
tion and Simplification Act of 2014’’. 
SEC. 2. SUMMARY PAGE FOR FORM 10-K. 
Not later than the end of the 180-day period begin-
ning on the date of the enactment of this Act, the Securi-
ties and Exchange Commission shall issue regulations to 
permit issuers to submit a summary page on form 10-K 
(17 CFR 249.310), but only if each item on such sum-
mary page includes a cross-reference (by electronic link 
or otherwise) to the material contained in form 10-K to 
which such item relates. 
SEC. 3. IMPROVEMENT OF REGULATION S-K. 
Not later than the end of the 180-day period begin-
ning on the date of the enactment of this Act, the Securi-
ties and Exchange Commission shall take all such actions 
to revise regulation S-K (17 CFR 229.10 et seq.)— 
(1) to further scale or eliminate requirements of 
regulation S-K, in order to reduce the burden on 
emerging growth companies, accelerated filers, 
smaller reporting companies, and other smaller 
issuers, while still providing all material information 
to investors; 
(2) to eliminate provisions of regulation S-K, 
required for all issuers, that are duplicative, overlap-
ping, outdated, or unnecessary; and 
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(3) for which the Commission determines that 
no further study under section 4 is necessary to de-
termine the efficacy of such revisions to regulation 
S-K. 
SEC. 4. STUDY ON MODERNIZATION AND SIMPLIFICATION 
OF REGULATION S-K. 
(a) STUDY.—The Securities and Exchange Commis-
sion shall carry out a study of the requirements contained 
in regulation S-K (17 CFR 229.10 et seq.). Such study 
shall— 
(1) determine how best to modernize and sim-
plify such requirements in a manner that reduces 
the costs and burdens on issuers while still providing 
all material information; 
(2) emphasize a company by company approach 
that allows relevant and material information to be 
disseminated to investors without boilerplate lan-
guage or static requirements while preserving com-
pleteness and comparability of information across 
registrants; and 
(3) evaluate methods of information delivery 
and presentation and explore methods for discour-
aging repetition and the disclosure of immaterial in-
formation. 
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(b) CONSULTATION.—In conducting the study re-
quired under subsection (a), the Commission shall consult 
with the Investor Advisory Committee and the Advisory 
Committee on Small and Emerging Companies. 
(c) REPORT.—Not later than the end of the 360-day 
period beginning on the date of enactment of this Act, the 
Commission shall issue a report to the Congress con-
taining— 
(1) all findings and determinations made in car-
rying out the study required under subsection (a); 
(2) specific and detailed recommendations on 
modernizing and simplifying the requirements in 
regulation S-K in a manner that reduces the costs 
and burdens on companies while still providing all 
material information; and 
(3) specific and detailed recommendations on 
ways to improve the readability and navigability of 
disclosure documents and to discourage repetition 
and the disclosure of immaterial information. 
(d) RULEMAKING.—Not later than the end of the 
360-day period beginning on the date that the report is 
issued to the Congress under subsection (c), the Commis-
sion shall issue a proposed rule to implement the rec-
ommendations of the report issued under subsection (c). 
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(e) RULE OF CONSTRUCTION.—Revisions made to 
regulation S-K by the Commission under section 3 shall 
not be construed as satisfying the rulemaking require-
ments under this section. 
Passed the House of Representatives December 2, 
2014. 
Attest: 
KAREN L. HAAS, 
Clerk. 
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