1000 
‘‘(1) IN GENERAL.—The Director of the Con-
sumer Financial Protection Agency, with the assist-
ance of the Secretary, the Director of the Bureau of 
the Census, the Board of Governors of the Federal 
Reserve System, the Federal Deposit Insurance Cor-
poration, and such other persons as the Consumer 
Financial Protection Agency deems appropriate, 
shall develop or assist in the improvement of, meth-
ods of matching addresses and census tracts to fa-
cilitate compliance by depository institutions in as 
economical a manner as possible with the require-
ments of this title. 
‘‘(2) AUTHORIZATION
OF
APPROPRIATION.— 
There is authorized to be appropriated such sums as 
may be necessary to carry out this subsection. 
‘‘(3) AUTHORITY OF AGENCY.—The Director of 
the Consumer Financial Protection Agency is au-
thorized to utilize, contract with, act through, or 
compensate any person or agency in order to carry 
out this subsection. 
‘‘(b) RECOMMENDATIONS TO THE CONGRESS.—The 
Director of the Consumer Financial Protection Agency 
shall recommend to the Committee on Financial Services 
of the House of Representatives and the Committee on 
Banking, Housing, and Urban Affairs of the Senate such 
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additional legislation as the Director of the Consumer Fi-
nancial Protection Agency deems appropriate to carry out 
the purpose of this title.’’. 
SEC. 4809. AMENDMENTS TO DIVISION D OF THE OMNIBUS 
APPROPRIATIONS ACT, 2009. 
(a) Section 626(a) of title VI of division D of the 
Omnibus Appropriations Act, 2009 (15 U.S.C. 1638 nt.) 
(as amended by the Credit Card Accountability Responsi-
bility and Disclosure Act of 2009) is amended— 
(1) by striking by paragraph (1) and inserting 
the following new paragraph: ‘‘(1) The Director of 
the Consumer Financial Protection Agency shall 
have authority to prescribe regulations with respect 
to mortgage loans in accordance with section 553 of 
title 5, United States Code. Such rulemaking shall 
relate to unfair or deceptive acts or practices regard-
ing mortgage loans, which may include unfair or de-
ceptive acts or practices involving loan modification 
and foreclosure rescue services. Any violation of a 
regulation prescribed under this subsection shall be 
treated as a violation of a regulation prohibiting un-
fair, deceptive, or abusive acts or practices under the 
Consumer Financial Protection Agency Act of 
2009.’’; 
(2) by striking paragraph (2); 
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(3) by striking paragraph (3); and 
(4) by striking paragraph (4) and inserting the 
following new paragraph: 
‘‘(2) The Director of the Consumer Financial Protec-
tion Agency shall enforce the regulations issued under 
paragraph (1) in the same manner, by the same means, 
and with the same jurisdiction, powers, and duties as 
though all applicable terms and provisions of the Con-
sumer Financial Protection Agency Act of 2009 were in-
corporated into and made part of this section.’’. 
(b) Section 626(b) of title VI of division D of the 
Omnibus Appropriations Act, 2009 (15 U.S.C. 1638 nt.) 
(as amended by the Credit Card Accountability Responsi-
bility and Disclosure Act of 2009) is amended by striking 
‘‘primary Federal regulator’’ each place it appears and in-
serting ‘‘Consumer Financial Protection Agency’’. 
SEC. 4810. AMENDMENTS TO THE HOMEOWNERS PROTEC-
TION ACT OF 1998. 
Section 10 of the Homeowners Protection Act of 
1998 (12 U.S.C. 4909) is amended— 
(1) in the matter preceding paragraph (1) of 
subsection (a), by striking ‘‘Compliance’’ and insert-
ing ‘‘Subject to section 4202 of the Consumer Fi-
nancial Protection Agency Act of 2009, compliance’’; 
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(2) in subsection (a)(2), by striking ‘‘and’’ after 
the semicolon at the end; 
(3) in subsection (a)(3), by striking the period 
at the end and inserting ‘‘; and’’; 
(4) by inserting after subsection (a)(3), the fol-
lowing new paragraph: 
‘‘(4) subtitle E of the Consumer Financial Pro-
tection Agency Act of 2009, by the Consumer Fi-
nancial Protection Agency.’’; and. 
(5) in subsection (b)(2), by inserting ‘‘, subject 
to section 4202 of the Consumer Financial Protec-
tion Agency Act of 2009’’ before the period at the 
end. 
SEC. 4811. AMENDMENTS TO THE REAL ESTATE SETTLE-
MENT PROCEDURES ACT OF 1974. 
(a) SECTION 3.—Section 3 of the Real Estate Settle-
ment Procedures Act of 1974 (12 U.S.C. 2602) is amend-
ed— 
(1) in paragraph (7), by striking ‘‘and’’ after 
the semicolon at the end; 
(2) in paragraph (8), by striking the period at 
the end and inserting ‘‘; and’’; and 
(3) by adding at the end the following new 
paragraph 
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‘‘(9) the term ‘Agency’ means the Consumer Fi-
nancial Protection Agency.’’. 
(b) SECTION 4.—Section 4 of the Real Estate Settle-
ment Procedures Act of 1974 (12 U.S.C. 2603) is amend-
ed— 
(1) in subsection (a), by striking the first sen-
tence and inserting the following: ‘‘The Agency shall 
publish a single, integrated disclosure for mortgage 
loan transactions, including real estate settlement 
cost statements, which include the disclosure re-
quirements of this title, in conjunction with the dis-
closure requirements of the Truth in Lending Act 
(15 U.S.C. 1601 note et seq.) that, taken together, 
may apply to transactions subject to both or either 
law. The purpose of such model disclosure shall be 
to facilitate compliance with the disclosure require-
ments of those titles, and to aid the borrower or les-
see in understanding the transaction by utilizing 
readily understandable language to simplify the tech-
nical nature of the disclosures.’’; 
(2) by striking ‘‘Secretary’’ each place such 
term appears and inserting ‘‘Agency’’; and 
(3) by striking ‘‘form’’ each place such term ap-
pears and inserting ‘‘forms’’. 
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(c) SECTION 5.—Section 5 of the Real Estate Settle-
ment Procedures Act of 1974 (12 U.S.C. 2604) is amend-
ed— 
(1) by striking ‘‘Secretary’’ each place such 
term appears, and inserting ‘‘Agency’’; and 
(2) by striking the first sentence of subsection 
(a), and inserting ‘‘The Agency shall prepare and 
distribute booklets jointly complying with the re-
quirements of the Truth in Lending Act (15 U.S.C. 
1601 note et seq.) and the provisions of this title, 
in order to help persons borrowing money to finance 
the purchase of residential real estate better to un-
derstand the nature and costs of real estate settle-
ment services.’’. 
(d) SECTION 6.—Section 6(j)(3) of the Real Estate 
Settlement Procedures Act of 1974 (12 U.S.C. 2605(j)(3)) 
is amended— 
(1) by striking ‘‘Secretary’’ and inserting ‘‘Di-
rector of the Agency’’; and 
(2) by striking ‘‘by regulations that shall take 
effect not later than April 20, 1991,’’ and inserting 
‘‘by regulation,’’. 
(e) SECTION 7.—Section 7 of the Real Estate Settle-
ment Procedures Act of 1974 (12 U.S.C. 2606) is amend-
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SEC. 4813. AMENDMENTS TO THE SECURE AND FAIR EN-
FORCEMENT FOR MORTGAGE LICENSING ACT 
OF 2008. 
(a) SECTION 1503.—Section 1503 of the Secure and 
Fair Enforcement for Mortgage Licensing Act of 2008 (12 
U.S.C. 5102) is amended— 
(1) by striking paragraph (9); 
(2) by redesignating paragraph (1) as para-
graph (4), and transferring paragraph (4) (as so re-
designated) and inserting such paragraph after 
paragraph (3) (as added by paragraph (5)); 
(3) by redesignating paragraphs (3), (4), (5), 
(6), (7), (8), (10), (11), and (12) as paragraphs (5), 
(6), (7), (8), (9), (10), (11), (12), and (13), respec-
tively; 
(4) by inserting before paragraph (2) the fol-
lowing new paragraph: 
‘‘(1) AGENCY.—The term ‘Agency’ means the 
Consumer Financial Protection Agency.’’; and 
(5) by inserting after paragraph (2) the fol-
lowing new paragraph: 
‘‘(3) DIRECTOR.—The term ‘Director’ means 
the Director of the Agency.’’. 
(b) UNIVERSAL AMENDMENTS RELATING TO AGEN-
CY.—The Secure and Fair Enforcement for Mortgage Li-
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censing Act of 2008 (12 U.S.C. 5101 et seq.) is amend-
ed— 
(1) by striking ‘‘Federal banking agencies’’ 
each place such term appears (other than in sub-
section (a)(4) (as so redesignated by subsection (a), 
relating to the definition of Federal banking agen-
cies) or in connection with a reference that is specifi-
cally amended by another provision of this section) 
and inserting ‘‘Agency’’; and 
(2) by striking ‘‘Secretary’’ each place such 
term appears (other than in connection with a ref-
erence that is specifically amended by another provi-
sion of this section) and inserting ‘‘Director’’. 
(c) SECTION 1507.—Section 1507 of the Secure and 
Fair Enforcement for Mortgage Licensing Act of 2008 (12 
U.S.C. 5106) is amended— 
(1) in subsection (a)— 
(A) by striking paragraph (1) and insert-
ing the following new paragraph: 
‘‘(1) IN GENERAL.—The Agency shall develop 
and maintain a system for registering employees of 
any depository institution, employees of a subsidiary 
that is owned and controlled by a depository institu-
tion and regulated by a Federal banking agency, or 
employees of an institution regulated by the Farm 
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Credit Administration, as registered loan originators 
with the Nationwide Mortgage Licensing System and 
Registry. The system shall be implemented before 
July 30, 2010.’’; and 
(B) by striking ‘‘appropriate Federal bank-
ing agency and the Farm Credit Administra-
tion’’ in paragraph (2) and inserting ‘‘Agency’’; 
and 
(2) in subsection (b), by striking ‘‘Federal 
banking agencies, through the Financial Institutions 
Examination Council, and the Farm Credit Adminis-
tration’’ each place such term appears and inserting 
‘‘Agency’’. 
(d) SECTION 1508.— 
(1) IN GENERAL.—Section 1508 of the Secure 
and Fair Enforcement for Mortgage Licensing Act 
of 2008 (12 U.S.C. 5107) is amended by adding at 
the end the following new subsection— 
‘‘(f) REGULATIONS.— 
‘‘(1) IN GENERAL.—The Agency may prescribe 
regulations setting minimum net worth or surety 
bond requirements for residential mortgage loan 
originators and minimum requirements for recovery 
funds paid into by loan originators. 
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‘‘(2) FACTORS
TAKEN
INTO
ACCOUNT.—Such 
regulations shall take into account the need to pro-
vide originators adequate incentives to originate af-
fordable and sustainable mortgage loans as well as 
the need to ensure a competitive origination market 
that maximizes consumers’ access to affordable and 
sustainable mortgage loans.’’. 
(2) CLERICAL AMENDMENT.—The heading for 
section 1508 of the Secure and Fair Enforcement 
for Mortgage Licensing Act of 2008 is amended by 
striking ‘‘SECRETARY OF HOUSING AND URBAN 
DEVELOPMENT’’ and inserting ‘‘CONSUMER FI-
NANCIAL PROTECTION AGENCY’’. 
(e) SECTION 1510.—Section 1510 of the Secure and 
Fair Enforcement for Mortgage Licensing Act of 2008 (12 
U.S.C. 5109) is amended to read as follows: 
‘‘SEC. 1510. FEES. 
‘‘The Agency and the Nationwide Mortgage Licensing 
System and Registry may charge reasonable fees to cover 
the costs of maintaining and providing access to informa-
tion from the Nationwide Mortgage Licensing System and 
Registry, to the extent that such fees are not charged to 
consumers for access to such system and registry.’’. 
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(f) SECTION 1513.—Section 1513 of the Secure and 
Fair Enforcement for Mortgage Licensing Act of 2008 (12 
U.S.C. 5112) is amended to read as follows: 
‘‘SEC. 1513. LIABILITY PROVISIONS. 
‘‘The Agency, any State official or agency, or any or-
ganization serving as the administrator of the Nationwide 
Mortgage Licensing System and Registry or a system es-
tablished by the Director under section 1509, or any offi-
cer or employee of any such entity, shall not by subject 
to any civil action or proceeding for monetary damages 
by reason of the good faith action or omission of any offi-
cer or employee of any such entity, while acting within 
the scope of office or employment, relating to the collec-
tion, furnishing, or dissemination of information con-
cerning persons who are loan originators or are applying 
for licensing or registration as loan originators.’’. 
(g) SECTION 1514.—The heading for section 1514 
of the Secure and Fair Enforcement for Mortgage Licens-
ing Act of 2008 (12 U.S.C. 5113) is amended by striking 
‘‘UNDER HUD BACKUP LICENSING SYSTEM’’ and in-
serting ‘‘BY THE AGENCY’’. 
SEC. 4814. AMENDMENTS TO THE TRUTH IN SAVINGS ACT. 
(a) SECTION 263.—Section 263 of the Truth in Sav-
ings Act (12 U.S.C. 4302) is amended in subsection (b) 
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by striking ‘‘Board’’ each place such term appears and 
inserting ‘‘Agency’’. 
(b) SECTION 265.—Section 265 of the Truth in Sav-
ings Act (12 U.S.C. 4304) is amended by striking 
‘‘Board’’ each place such term appears and inserting 
‘‘Agency’’. 
(c) SECTION 266.—Section 266(e) of the Truth in 
Savings Act is amended (12 U.S.C. 4305) by striking 
‘‘Board’’ and inserting ‘‘Agency’’. 
(d) SECTION 269.—Section 269 of the Truth in Sav-
ings Act (12 U.S.C. 4308) is amended by striking 
‘‘Board’’ each place such term appears and inserting 
‘‘Agency’’. 
(e) SECTION 270.—Section 270 of the Truth in Sav-
ings Act (12 U.S.C. 4309) is amended— 
(1) in subsection (a)— 
(A) by striking ‘‘Compliance’’ and insert-
ing ‘‘Subject to section 4202 of the Consumer 
Financial Protection Agency Act of 2009, com-
pliance’’; 
(B) by striking subparagraph (A) of para-
graph (1) and inserting the following new sub-
paragraph: 
‘‘(A) by the head of the agency responsible 
for chartering and regulating national banks for 
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(1) in paragraph (2) by striking ‘‘Board’’ and 
inserting ‘‘Agency’’; and 
(2) by striking paragraph (4) and inserting the 
following new paragraph: 
‘‘(4) AGENCY.—The term ‘Agency’ means the 
Consumer Financial Protection Agency.’’. 
SEC. 4815. AMENDMENTS TO THE TELEMARKETING AND 
CONSUMER FRAUD AND ABUSE PREVENTION 
ACT. 
(a) SECTION 3.—Section 3 of the Telemarketing and 
Consumer Fraud and Abuse Prevention Act (15 U.S.C. 
6102) is amended— 
(1) in subsection (b), by inserting after the 2nd 
sentence ‘‘In prescribing a regulation under this Act 
that relates to the provision of a consumer financial 
product or service that is subject to the Consumer 
Financial Protection Agency Act, including any enu-
merated consumer law thereunder, the Commission 
shall consult with the Consumer Financial Protec-
tion Agency regarding the consistency of a proposed 
regulation with standards, purposes, or objectives 
administered by the Consumer Financial Protection 
Agency.’’; and 
(2) in subsection (c), by adding at the end 
‘‘Any violation of any regulation prescribed under 
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subsection (a) committed by a person subject to the 
Consumer Financial Protection Agency Act shall be 
treated as a violation of a regulation under section 
4301 of the Consumer Financial Protection Agency 
Act regarding unfair, deceptive, or abusive acts or 
practices.’’. 
(b) AMENDMENTS TO SECTION 4.—Section 4(d) of 
the Telemarketing and Consumer Fraud and Abuse Pre-
vention Act (15 U.S.C. 6103(d)) is amended— 
(1) in the subsection heading, by inserting after 
‘‘COMMISSION’’ the following: ‘‘OR THE CONSUMER 
FINANCIAL PROTECTION AGENCY’’; and 
(2) by inserting after ‘‘Commission’’ each place 
such term appears ‘‘or the Consumer Financial Pro-
tection Agency’’. 
(c) AMENDMENTS TO SECTION 5.—Section 5(c) of 
the Telemarketing and Consumer Fraud and Abuse Pre-
vention Act (15 U.S.C. 6104(c)) is amended by inserting 
after ‘‘Commission’’ each place such term appears ‘‘or the 
Consumer Financial Protection Agency’’. 
(d) AMENDMENT TO SECTION 6.—Section 6 of the 
Telemarketing and Consumer Fraud and Abuse Preven-
tion Act (15 U.S.C. 6105) is amended by adding at the 
end the following new subsection: 
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‘‘(d) ENFORCEMENT BY CONSUMER FINANCIAL PRO-
TECTION AGENCY.—Except as otherwise provided in sec-
tions 3(d), 3(e), 4, and 5, this Act shall be enforced by 
the Consumer Financial Protection Agency under subtitle 
E of the Consumer Financial Protection Agency Act.’’. 
SEC. 4816. MEMBERSHIP IN FINANCIAL LITERACY AND 
EDUCATION COMMISSION. 
Section 513(c)(1) of the Financial Literacy and Edu-
cation Improvement Act (20 U.S.C. 9702(c)(1)) is amend-
ed— 
(1) in subparagraph (B), by striking ‘‘and’’ at 
the end; 
(2) by redesignating subparagraph (C) as sub-
paragraph (D); and 
(3) by inserting after subparagraph (B) the fol-
lowing new subparagraph: 
‘‘(C) the Director of the Consumer Finan-
cial Protection Agency; and’’. 
SEC. 4817. EFFECTIVE DATE. 
The amendments made by sections 4803 through 
4815 shall take effect on the designated transfer date. 
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Subtitle I—Improvements to the 
Federal Trade Commission Act 
SEC. 4901. AMENDMENTS TO THE FEDERAL TRADE COM-
MISSION ACT. 
(a) Section 5(m)(1)(A) of the Federal Trade Com-
mission Act (15 U.S.C. 45(m)(1)(A)) is amended— 
(1) by inserting ‘‘this Act or’’ after ‘‘violates’’ 
the first place such term appears; and 
(2) by inserting ‘‘a violation of this Act or is’’ 
before ‘‘prohibited’’. 
(b) Section 5 of the Federal Trade Commission Act 
(15 U.S.C. 45) is amended by adding at the end thereof 
the following new subsection: 
‘‘(o) UNLAWFUL ASSISTANCE.—It is unlawful for any 
person, knowingly or recklessly, to provide substantial as-
sistance to another in violating any provision of this Act 
or of any other Act enforceable by the Commission that 
relates to unfair or deceptive acts or practices. Any such 
violation shall constitute an unfair or deceptive act or 
practice described in section 5(a)(1) of this Act.’’. 
(c) Section 18 of the Federal Trade Commission Act 
(15 U.S.C. 57a(b)) is amended— 
(1) by amending subsection (b) to read as fol-
lows: 
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‘‘(b) PROCEDURE APPLICABLE.—When prescribing a 
rule under subsection (a)(1)(B) of this section, the Com-
mission shall proceed in accordance with section 553 of 
Title 5 (without regard to any reference in such section 
to sections 556 and 557 of such title).’’; 
(2)(A) in subsection (d), by striking all that 
precedes paragraph (3); 
(B) by striking subsections (c), (f), (i), and (j); 
and 
(C) by redesignating subsections (e), (g) and 
(h) as subsections (d), (e) and (f); 
(3) by redesignating paragraph (3) of sub-
section (d) as subsection (c); and 
(4) in subsection (d) (as redesignated)— 
(A) in paragraph (1)(B), by striking ‘‘the 
transcript required by subsection (c)(5),’’; 
(B) in paragraph (3), by striking ‘‘error)’’ 
all that follows and inserting ‘‘error).’’; and 
(C) in paragraph (5), by striking subpara-
graph (C). 
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TITLE V—CAPITAL MARKETS 
Subtitle A—Private Fund Invest-
ment Advisers Registration Act 
SEC. 5001. SHORT TITLE. 
This subtitle may be cited as the ‘‘Private Fund In-
vestment Advisers Registration Act of 2009’’. 
SEC. 5002. DEFINITIONS. 
Section 202(a) of the Investment Advisers Act of 
1940 (15 U.S.C. 80b-2(a)) is amended by adding at the 
end the following new paragraphs: 
‘‘(29) PRIVATE FUND.—The term ‘private fund’ 
means an issuer that would be an investment com-
pany under section 3(a) of the Investment Company 
Act of 1940 (15 U.S.C. 80a-3(a)) but for the excep-
tion provided from that definition by either section 
3(c)(1) or section 3(c)(7) of such Act. 
‘‘(30) FOREIGN PRIVATE FUND ADVISER.—The 
term ‘foreign private fund adviser’ means an invest-
ment adviser who— 
‘‘(A) has no place of business in the 
United States; 
‘‘(B) during the preceding 12 months has 
had— 
‘‘(i) fewer than 15 clients in the 
United States; and 
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‘‘(ii) assets under management attrib-
utable to clients in the United States of 
less than $25,000,000, or such higher 
amount as the Commission may, by rule, 
deem appropriate in the public interest or 
for the protection of investors; and 
‘‘(C) neither holds itself out generally to 
the public in the United States as an invest-
ment adviser, nor acts as an investment adviser 
to any investment company registered under the 
Investment Company Act of 1940, or a com-
pany which has elected to be a business devel-
opment company pursuant to section 54 of the 
Investment Company Act of 1940 (15 U.S.C. 
80a-53) and has not withdrawn such election.’’. 
SEC. 5003. ELIMINATION OF PRIVATE ADVISER EXEMPTION; 
LIMITED EXEMPTION FOR FOREIGN PRIVATE 
FUND ADVISERS; LIMITED INTRASTATE EX-
EMPTION. 
Section 203(b) of the Investment Advisers Act of 
1940 (15 U.S.C. 80b-3(b)) is amended— 
(1) in paragraph (1), by inserting ‘‘, except an 
investment adviser who acts as an investment ad-
viser to any private fund,’’ after ‘‘any investment ad-
viser’’; 
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(2) by amending paragraph (3) to read as fol-
lows: 
‘‘(3) any investment adviser that is a foreign 
private fund adviser;’’; 
(3) in paragraph (5), by striking ‘‘or’’ at the 
end; 
(4) in paragraph (6)— 
(A) in subparagraph (A), by striking ‘‘or’’; 
(B) in subparagraph (B), by striking the 
period at the end and adding ‘‘; or’’; and 
(C) by adding at the end the following new 
subparagraph: 
‘‘(C) a private fund; or’’; and 
(5) by adding at the end the following: 
‘‘(7) any investment adviser who solely ad-
vises— 
‘‘(A) small business investment companies 
licensed under the Small Business Investment 
Act of 1958; 
‘‘(B) entities that have received from the 
Small Business Administration notice to pro-
ceed to qualify for a license, which notice or li-
cense has not been revoked; or 
‘‘(C) applicants, related to one or more li-
censed small business investment companies 
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covered in subparagraph (A), that have applied 
for another license, which application remains 
pending.’’. 
SEC. 5004. COLLECTION OF SYSTEMIC RISK DATA. 
Section 204 of the Investment Advisers Act of 1940 
(15 U.S.C. 80b-4) is amended— 
(1) by redesignating subsections (b) and (c) as 
subsections (c) and (d), respectively; and 
(2) by inserting after subsection (a) the fol-
lowing new subsection: 
‘‘(b) RECORDS AND REPORTS OF PRIVATE FUNDS.— 
‘‘(1) IN GENERAL.—The Commission is author-
ized to require any investment adviser registered 
under this Act to maintain such records of and file 
with the Commission such reports regarding private 
funds advised by the investment adviser as are nec-
essary or appropriate in the public interest and for 
the protection of investors or for the assessment of 
systemic risk as the Commission determines in con-
sultation with the Board of Governors of the Federal 
Reserve System. The Commission is authorized to 
provide or make available to the Board of Governors 
of the Federal Reserve System, and to any other en-
tity that the Commission identifies as having sys-
temic risk responsibility, those reports or records or 
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the information contained therein. The records and 
reports of any private fund, to which any such in-
vestment adviser provides investment advice, main-
tained or filed by an investment adviser registered 
under this Act, shall be deemed to be the records 
and reports of the investment adviser. 
‘‘(2) REQUIRED
INFORMATION.—The records 
and reports required to be maintained or filed with 
the Commission under this subsection shall include, 
for each private fund advised by the investment ad-
viser— 
‘‘(A) the amount of assets under manage-
ment; 
‘‘(B) the use of leverage (including off-bal-
ance sheet leverage); 
‘‘(C) counterparty credit risk exposures; 
‘‘(D) trading and investment positions; 
‘‘(E) trading practices; and 
‘‘(F) such other information as the Com-
mission, in consultation with the Board of Gov-
ernors of the Federal Reserve System, deter-
mines necessary or appropriate in the public in-
terest and for the protection of investors or for 
the assessment of systemic risk. 
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‘‘(3) OPTIONAL INFORMATION.—The Commis-
sion may require the reporting of such additional in-
formation from private fund advisers as the Com-
mission determines necessary. In making such deter-
mination, the Commission, taking into account the 
public interest and potential to contribute to sys-
temic risk, may set different reporting requirements 
for different classes of private fund advisers, based 
on the particular types or sizes of private funds ad-
vised by such advisers. 
‘‘(4) MAINTENANCE OF RECORDS.—An invest-
ment adviser registered under this Act is required to 
maintain and keep such records of private funds ad-
vised by the investment adviser for such period or 
periods as the Commission, by rule or regulation, 
may prescribe as necessary or appropriate in the 
public interest and for the protection of investors or 
for the assessment of systemic risk. 
‘‘(5) EXAMINATION OF RECORDS.— 
‘‘(A) PERIODIC
AND
SPECIAL
EXAMINA-
TIONS.—All records of a private fund main-
tained by an investment adviser registered 
under this Act shall be subject at any time and 
from time to time to such periodic, special, and 
other examinations by the Commission, or any 
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member or representative thereof, as the Com-
mission may prescribe. 
‘‘(B) AVAILABILITY OF RECORDS.—An in-
vestment adviser registered under this Act shall 
make available to the Commission or its rep-
resentatives any copies or extracts from such 
records as may be prepared without undue ef-
fort, expense, or delay as the Commission or its 
representatives may reasonably request. 
‘‘(6) INFORMATION SHARING.—The Commission 
shall make available to the Board of Governors of 
the Federal Reserve System, and to any other entity 
that the Commission identifies as having systemic 
risk responsibility, copies of all reports, documents, 
records, and information filed with or provided to 
the Commission by an investment adviser under this 
subsection as the Board, or such other entity, may 
consider necessary for the purpose of assessing the 
systemic risk of a private fund. All such reports, 
documents, records, and information obtained by the 
Board, or such other entity, from the Commission 
under this subsection shall be kept confidential in a 
manner consistent with confidentiality established by 
the Commission pursuant to paragraph (8). 
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‘‘(7) DISCLOSURES OF CERTAIN PRIVATE FUND 
INFORMATION.—An investment adviser registered 
under this Act shall provide such reports, records, 
and other documents to investors, prospective inves-
tors, counterparties, and creditors, of any private 
fund advised by the investment adviser as the Com-
mission, by rule or regulation, may prescribe as nec-
essary or appropriate in the public interest and for 
the protection of investors or for the assessment of 
systemic risk. 
‘‘(8) CONFIDENTIALITY
OF
REPORTS.—Not-
withstanding any other provision of law, the Com-
mission shall not be compelled to disclose any report 
or information contained therein required to be filed 
with the Commission under this subsection. Nothing 
in this paragraph shall authorize the Commission to 
withhold information from the Congress or prevent 
the Commission from complying with a request for 
information from any other Federal department or 
agency or any self-regulatory organization requesting 
the report or information for purposes within the 
scope of its jurisdiction, or complying with an order 
of a court of the United States in an action brought 
by the United States or the Commission. For pur-
poses of section 552 of title 5, United States Code, 
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this paragraph shall be considered a statute de-
scribed in subsection (b)(3)(B) of such section.’’. 
SEC. 5005. ELIMINATION OF DISCLOSURE PROVISION. 
Section 210 of the Investment Advisers Act of 1940 
(15 U.S.C. 80b-10) is amended by striking subsection (c). 
SEC. 5006. EXEMPTION OF AND REPORTING BY VENTURE 
CAPITAL FUND ADVISERS. 
Section 203 of the Investment Advisers Act of 1940 
(15 U.S.C. 80b-3) is amended by adding at the end the 
following new subsection: 
‘‘(l) EXEMPTION OF AND REPORTING BY VENTURE 
CAPITAL FUND ADVISERS.—The Commission shall iden-
tify and define the term ‘venture capital fund’ and shall 
provide an adviser to such a fund an exemption from the 
registration requirements under this section (excluding 
any such fund whose adviser is exempt from registration 
pursuant to paragraph (7) of subsection (b)). The Com-
mission shall require such advisers to maintain such 
records and provide to the Commission such annual or 
other reports as the Commission determines necessary or 
appropriate in the public interest or for the protection of 
investors.’’. 
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SEC. 5007. EXEMPTION OF AND REPORTING BY CERTAIN 
PRIVATE FUND ADVISERS. 
Section 203 of the Investment Advisers Act of 1940 
(15 U.S.C. 80b-3), as amended by section 5006, is further 
amended by adding at the end the following new sub-
sections: 
‘‘(m) EXEMPTION OF AND REPORTING BY CERTAIN 
PRIVATE FUND ADVISERS.— 
‘‘(1) IN GENERAL.—The Commission shall pro-
vide an exemption from the registration require-
ments under this section to any investment adviser 
of private funds, if each of such private funds has 
assets under management in the United States of 
less than $150,000,000. 
‘‘(2) REPORTING.—The Commission shall re-
quire investment advisers exempted by reason of this 
subsection to maintain such records and provide to 
the Commission such annual or other reports as the 
Commission determines necessary or appropriate in 
the public interest or for the protection of investors. 
‘‘(n) REGISTRATION
AND EXAMINATION
OF MID- 
SIZED PRIVATE FUND ADVISERS.—In prescribing regula-
tions to carry out the requirements of this section with 
respect to investment advisers acting as investment advis-
ers to mid-sized private funds, the Commission shall take 
into account the size, governance, and investment strategy 
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of such funds to determine whether they pose systemic 
risk, and shall provide for registration and examination 
procedures with respect to the investment advisers of such 
funds which reflect the level of systemic risk posed by such 
funds.’’. 
SEC. 5008. CLARIFICATION OF RULEMAKING AUTHORITY. 
Section 211 of the Investment Advisers Act of 1940 
(15 U.S.C. 80b-11) is amended— 
(1) by amending subsection (a) to read as fol-
lows: 
‘‘(a) The Commission shall have authority from time 
to time to make, issue, amend, and rescind such rules and 
regulations and such orders as are necessary or appro-
priate to the exercise of the functions and powers con-
ferred upon the Commission elsewhere in this title, includ-
ing rules and regulations defining technical, trade, and 
other terms used in this title. For the purposes of its rules 
and regulations, the Commission may— 
‘‘(1) classify persons and matters within its ju-
risdiction based upon, but not limited to— 
‘‘(A) size; 
‘‘(B) scope; 
‘‘(C) business model; 
‘‘(D) compensation scheme; or 
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‘‘(E) potential to create or increase sys-
temic risk; 
‘‘(2) prescribe different requirements for dif-
ferent classes of persons or matters; and 
‘‘(3) ascribe different meanings to terms (in-
cluding the term ‘client’, except the Commission 
shall not ascribe a meaning to the term ‘client’ that 
would include an investor in a private fund managed 
by an investment adviser, where such private fund 
has entered into an advisory contract with such ad-
viser) used in different sections of this title as the 
Commission determines necessary to effect the pur-
poses of this title.’’; and 
(2) by adding at the end the following new sub-
section: 
‘‘(e) The Commission and the Commodity Futures 
Trading Commission shall, after consultation with the 
Board of Governors of the Federal Reserve System, within 
12 months after the date of enactment of the Private 
Fund Investment Advisers Registration Act of 2009, joint-
ly promulgate rules to establish the form and content of 
the reports required to be filed with the Commission under 
sections 203(l) and 204(b) and with the Commodity Fu-
tures Trading Commission by investment advisers that are 
registered both under the Investment Advisers Act of 1940 
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