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(6) SELF-REGULATORY
ORGANIZATION.—The 
term ‘‘self-regulatory organization’’ means— 
(A) a self-regulatory organization, as de-
fined in section 3(a)(26) of the Securities Ex-
change Act of 1934 (15 U.S.C. 78c(a)(26)); 
and 
(B) the Municipal Securities Rulemaking 
Board. 
(7) WEBSITE.—The term ‘‘website’’ means an 
internet website or other digital, internet, or elec-
tronic-based information repository, including a mo-
bile application. 
SEC. 206. INCREASING INVESTOR OPPORTUNITIES. 
(a) IN GENERAL.—Section 5 of the Investment Com-
pany Act of 1940 (15 U.S.C. 80a–5) is amended by add-
ing at the end the following: 
‘‘(d) CLOSED-END COMPANY AUTHORITY TO INVEST 
IN PRIVATE FUNDS.— 
‘‘(1) IN GENERAL.—Except as otherwise pro-
hibited or restricted by this Act (or any rule issued 
under this Act), the Commission may not prohibit or 
otherwise limit a closed-end company from investing 
any or all of the assets of the closed-end company 
in securities issued by private funds. 
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‘‘(2) OTHER RESTRICTIONS ON COMMISSION AU-
THORITY.—Except as otherwise prohibited or re-
stricted by this Act (or any rule issued under this 
Act), the Commission may not impose any condition 
on, restrict, or otherwise limit— 
‘‘(A) the offer to sell, or the sale of, securi-
ties issued by a closed-end company that in-
vests, or proposes to invest, in securities issued 
by private funds; or 
‘‘(B) the listing of the securities of a 
closed-end company described in subparagraph 
(A) on a national securities exchange. 
‘‘(3) UNRELATED
RESTRICTIONS.—The Com-
mission may impose a condition on, restrict, or oth-
erwise limit an activity described in paragraph (1) or 
subparagraph (A) or (B) of paragraph (2) if that 
condition, restriction, or limitation is unrelated to 
the underlying characteristics of a private fund or 
the status of a private fund as a private fund. 
‘‘(4) RULE OF APPLICATION.—Notwithstanding 
section 6(f), this subsection shall also apply to a 
closed-end company that elects to be treated as a 
business development company pursuant to section 
54.’’. 
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(b) DEFINITION OF PRIVATE FUND.—Section 2(a) of 
the Investment Company Act of 1940 (15 U.S.C. 80a– 
2(a)) is amended by adding at the end the following: 
‘‘(55) The term ‘private fund’ has the meaning 
given in section 202(a) of the Investment Advisers 
Act of 1940 (15 U.S.C. 80b–2(a)).’’. 
(c) TREATMENT
BY NATIONAL SECURITIES EX-
CHANGES.—Section 6 of the Securities Exchange Act of 
1934 (15 U.S.C. 78f) is amended by adding at the end 
the following: 
‘‘(m)(1) Except as otherwise prohibited or restricted 
by rules of the exchange that are consistent with section 
5(d) of the Investment Company Act of 1940 (15 U.S.C. 
80a–5(d)), an exchange may not prohibit, condition, re-
strict, or impose any other limitation on the listing or 
trading of the securities of a closed-end company when 
the closed-end company invests, or may invest, some or 
all of the assets of the closed-end company in securities 
issued by private funds. 
‘‘(2) In this subsection— 
‘‘(A) the term ‘closed-end company’— 
‘‘(i) has the meaning given the term in sec-
tion 5(a) of the Investment Company Act of 
1940 (15 U.S.C. 80a–5(a)); and 
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‘‘(ii) includes a closed-end company that 
elects to be treated as a business development 
company pursuant to section 54 of the Invest-
ment Company Act of 1940 (15 U.S.C. 80a– 
53); and 
‘‘(B) the term ‘private fund’ has the meaning 
given in section 202(a) of the Investment Advisers 
Act of 1940 (15 U.S.C. 80b–2(a)).’’. 
(d) INVESTMENT LIMITATION.—Section 3(c) of the 
Investment Company Act of 1940 (15 U.S.C. 80a–3(c)) 
is amended— 
(1) in paragraph (1), in the matter preceding 
subparagraph (A), in the second sentence, by strik-
ing ‘‘subparagraphs (A)(i) and (B)(i)’’ and inserting 
‘‘subparagraphs (A)(i), (B)(i), and (C)’’; and 
(2) in paragraph (7)(D), by striking ‘‘subpara-
graphs (A)(i) and (B)(i)’’ and inserting ‘‘subpara-
graphs (A)(i), (B)(i), and (C)’’. 
(e) RULES OF CONSTRUCTION.— 
(1) Nothing in this section or the amendments 
made by this section may be construed to limit or 
amend any fiduciary duty owed to a closed-end com-
pany (as defined in section 5(a)(2) of the Investment 
Company Act of 1940 (15 U.S.C. 80a–5(a)(2))) or 
by an investment adviser (as defined under section 
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2(a) of the Investment Company Act of 1940 (15 
U.S.C. 80a–2(a))) to a closed-end company. 
(2) Nothing in this section or the amendments 
made by this section may be construed to limit or 
amend the valuation, liquidity, or redemption re-
quirements or obligations of a closed-end company 
(as defined in section 5(a)(2) of the Investment 
Company Act of 1940 (15 U.S.C. 80a–5(a)(2))) as 
required by the Investment Company Act of 1940. 
TITLE III—STRENGTHENING 
PUBLIC MARKETS 
SEC. 301. ENCOURAGING LOCAL EMERGING VENTURES 
AND ECONOMIC GROWTH. 
Section 12(b) of the Securities Exchange Act of 1934 
(15 U.S.C. 78l(b)) is amended— 
(1) in paragraph (1)(K), by striking ‘‘years,’’ 
and inserting ‘‘years (or, in the case of an emerging 
growth company, not more than the two preceding 
years),’’; and 
(2) by adding at the end the following: 
‘‘Any issuer may confidentially submit to the Commission 
a draft registration statement for confidential nonpublic 
review by the staff of the Commission prior to public fil-
ing, provided that the initial confidential submission and 
all amendments thereto shall be publicly filed with the 
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Commission not later than 10 days before listing on a na-
tional securities exchange. Notwithstanding any other pro-
vision of this title, the Commission shall not be compelled 
to disclose any information provided to or obtained by the 
Commission pursuant to this subsection. For purposes of 
section 552 of title 5, this subsection shall be considered 
a statute described in subsection (b)(3)(B) of such section 
552. Information described in or obtained pursuant to this 
subsection shall be deemed to constitute confidential infor-
mation for purposes of section 24.’’. 
SEC. 302. ACCESS TO SMALL BUSINESS INVESTOR CAPITAL. 
(a) DEFINITIONS.—For purposes of this section: 
(1) ACQUIRED
FUND.—The term ‘‘Acquired 
Fund’’ has the meaning given the term in Forms N– 
1A, N–2, and N–3. 
(2) ACQUIRED FUND FEES AND EXPENSES.— 
The term ‘‘Acquired Fund Fees and Expenses’’ 
means the Acquired Fund Fees and Expenses sub- 
caption in the Fee Table Disclosure. 
(3) BUSINESS DEVELOPMENT COMPANY.—The 
term ‘‘business development company’’ has the 
meaning given the term in section 2(a) of the Invest-
ment Company Act of 1940 (15 U.S.C. 80a–2(a)). 
(4) FEE TABLE DISCLOSURE.—The term ‘‘Fee 
Table Disclosure’’ means the fee table described in 
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