A BILL 
To require the Securities and Exchange Commission, when 
developing rules and regulations about disclosures to re-
tail investors, to conduct investor testing, including a 
survey and interviews of retail investors, and for other 
purposes. 
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Be it enacted by the Senate and House of Representa-
tives of the United States of America in Congress assembled, 
SECTION 1. SHORT TITLE. 
This Act may be cited as the ‘‘SEC Disclosure Effec-
tiveness Testing Act’’. 
SEC. 2. DISCLOSURE TESTING. 
(a) IN GENERAL.—Section 23(a) of the Securities Ex-
change Act of 1934 (15 U.S.C. 78w(a)) is amended by add-
ing at the end the following: 
‘‘(4) INVESTOR TESTING.— 
‘‘(A) IN GENERAL.—The Commission shall en-
gage in investor testing prior to issuing any rule or 
regulation which designates documents or information 
to be disclosed under the securities laws, if such docu-
ments or information— 
‘‘(i) are primarily used by retail investors, 
as determined by the Commission; and 
‘‘(ii) are intended to be used by retail inves-
tors to make informed investment decisions or to 
understand the investments held by the retail in-
vestor. 
‘‘(B) CONTENTS.—Investor testing conducted 
pursuant to subparagraph (A) shall include the fol-
lowing: 
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‘‘(i) Qualitative testing in the form of one- 
on-one cognitive interviews of retail investors 
about documents or information, or samples of 
such documents or information, to be provided. 
‘‘(ii) A nationwide survey of retail inves-
tors, designed to complement the interviews 
under clause (i), on— 
‘‘(I) the usefulness of such documents 
or information, or samples of such docu-
ments or information; 
‘‘(II) the proposed format of such docu-
ments or information, or samples of such 
documents or information; and 
‘‘(III) delivery preferences of such doc-
uments or information, or samples of such 
documents or information. 
‘‘(iii) Analysis and publication in the Fed-
eral Register of the results of the survey and 
interviews. 
‘‘(iv) An opportunity for the public to com-
ment on such results published in the Federal 
Register. 
‘‘(C) SUBSTANTIVE CHANGES.—If the Commis-
sion, in the period between engaging in investor test-
ing and publishing a final rule, makes substantive 
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changes to such rule that the Commission determines 
would have a significant impact on retail investors, 
the Commission shall again engage in investor test-
ing. 
‘‘(D) PUBLIC AVAILABILITY OF RETAIL TESTING 
RESULTS.—The Commission shall make the data and 
results of any investor testing performed pursuant to 
this paragraph available to the public.’’. 
(b) PARTICIPATION OF INVESTOR ADVOCATE.—Section 
4(g) of the Securities Exchange Act of 1934 (15 U.S.C. 
78d(g)) is amended— 
(1) in paragraph (4)— 
(A) in subparagraph (D)(ii), by striking 
‘‘and’’ at the end; 
(B) by redesignating subparagraph (E) as 
subparagraph (F); and 
(C) by inserting after subparagraph (D) the 
following: 
‘‘(E) engage in investor testing— 
‘‘(i) as necessary to carry out the func-
tions of the Office; and 
‘‘(ii) under section 23(a)(4), if the 
Commission 
determines 
it 
appropriate; 
and’’; and 
(2) by adding at the end the following: 
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‘‘(9) PUBLICATION OF DATA AND RESULTS OF IN-
VESTOR TESTING.—With respect to any investor test-
ing carried out by the Investor Advocate pursuant to 
paragraph (4)(E), the Investor Advocate may make 
the data and results of such investor testing available 
to the public, and without further review or editing 
by the Commission.’’. 
(c) PRIOR RULES.— 
(1) IN GENERAL.—For any final rule or regula-
tion issued by the Securities and Exchange Commis-
sion (in this subsection referred to as the ‘‘Commis-
sion’’) before the date of the enactment of this Act that 
would be subject to investor testing under section 
23(a)(4) of the Securities Exchange Act of 1934, had 
such rule been issued on or after the date of enactment 
of this Act, the Commission shall perform investor 
testing with respect to such rule or regulation that in-
cludes the contents described in such section 23(a)(4). 
(2) SCHEDULE.—The Commission shall, not 
later than 6 months after the date of the enactment 
of this Act, establish a schedule for completing any 
investor testing required under paragraph (1) that 
prioritizes testing of any final rules and regulations 
that designate documents or information central to 
retail investor decision making. 
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(3) REPORT.—The Commission shall issue a re-
port to Congress each year containing the following: 
(A) The status of any investor testing re-
quired under paragraph (1). 
(B) The results of any investor testing com-
pleted under paragraph (1). 
(C) Any priorities the Commission has, 
based on results of investor testing required by 
paragraph (1), for— 
(i) revising or eliminating any final 
rule or regulation designating documents or 
information to be provided to retail inves-
tors; and 
(ii) revising any other final rule or 
regulation to supplement revised or elimi-
nated rules designating documents or infor-
mation to be provided to retail investors. 
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