IB 
Union Calendar No. 250 
118TH CONGRESS 
1ST SESSION H. R. 1553 
[Report No. 118–310] 
To require the Securities and Exchange Commission to revise rules relating 
to general solicitation or general advertising to allow for presentations 
or other communication made by or on behalf of an issuer at certain 
events, and for other purposes. 
IN THE HOUSE OF REPRESENTATIVES 
MARCH 10, 2023 
Mr. LAWLER (for himself and Mr. GOTTHEIMER) introduced the following bill; 
which was referred to the Committee on Financial Services 
DECEMBER 12, 2023 
Additional sponsor: Mr. NICKEL 
DECEMBER 12, 2023 
Reported with an amendment, committed to the Committee of the Whole 
House on the State of the Union, and ordered to be printed 
[Strike out all after the enacting clause and insert the part printed in italic] 
[For text of introduced bill, see copy of bill as introduced on March 10, 2023] 
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H1553
A BILL 
To require the Securities and Exchange Commission to revise 
rules relating to general solicitation or general adver-
tising to allow for presentations or other communication 
made by or on behalf of an issuer at certain events, 
and for other purposes. 
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H1553
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 ‘‘Helping Angels Lead 
Our Startups Act of 2023’’ or the ‘‘HALOS Act of 2023’’. 
SEC. 2. CLARIFICATION OF GENERAL SOLICITATION. 
(a) DEFINITIONS.—For purposes of this Act and the 
revision of rules required under this Act: 
(1) ANGEL INVESTOR GROUP.—The term ‘‘angel 
investor group’’ means any group that— 
(A) is composed of accredited investors in-
terested in investing personal capital in early- 
stage companies; 
(B) holds regular meetings and has defined 
processes and procedures for making investment 
decisions, either individually or among the mem-
bership of the group as a whole; and 
(C) is neither associated nor affiliated with 
brokers, dealers, or investment advisers. 
(2) ISSUER.—The term ‘‘issuer’’ means an issuer 
that is a business, is not in bankruptcy or receiver-
ship, is not an investment company, and is not a 
blank check, blind pool, or shell company. 
(b) IN GENERAL.—Not later than 6 months after the 
date of enactment of this Act, the Securities and Exchange 
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Commission shall revise Regulation D (17 CFR 230.500 et 
seq.) to require that in carrying out the prohibition against 
general solicitation or general advertising contained in sec-
tion 230.502(c) of title 17, Code of Federal Regulations, the 
prohibition shall not apply to a presentation or other com-
munication made by or on behalf of an issuer which is 
made at an event— 
(1) sponsored by— 
(A) the United States or any territory 
thereof, the District of Columbia, any State, a 
political subdivision of any State or territory, or 
any agency or public instrumentality of any of 
the foregoing; 
(B) a college, university, or other institu-
tion of higher education; 
(C) a nonprofit organization; 
(D) an angel investor group; 
(E) a venture forum, venture capital asso-
ciation, or trade association; or 
(F) any other group, person, or entity as 
the Securities and Exchange Commission may 
determine by rule; 
(2) where any advertising for the event does not 
reference any specific offering of securities by the 
issuer; 
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H1553
(4) where no specific information regarding an 
offering of securities by the issuer is communicated or 
distributed by or on behalf of the issuer, other than— 
(A) that the issuer is in the process of offer-
ing securities or planning to offer securities; 
(B) the type and amount of securities being 
offered; 
(C) the amount of securities being offered 
that have already been subscribed for; and 
(D) the intended use of proceeds of the offer-
ing. 
(c) RULE OF CONSTRUCTION.—Subsection (b) may 
only be construed as requiring the Securities and Exchange 
Commission to amend the requirements of Regulation D 
with respect to presentations and communications, and not 
with respect to purchases or sales. 
(d) NO PRE-EXISTING SUBSTANTIVE RELATIONSHIP 
BY REASON OF EVENT.—Attendance at an event described 
under subsection (b) shall not qualify, by itself, as estab-
lishing a pre-existing substantive relationship between an 
issuer and a purchaser, for purposes of Rule 506(b). 
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H1553
Union Calendar No. 250 
118TH CONGRESS 
1ST SESSION 
H. R. 1553 
[Report No. 118–310] 
A BILL 
To require the Securities and Exchange Commis-
sion to revise rules relating to general solicitation 
or general advertising to allow for presentations 
or other communication made by or on behalf of 
an issuer at certain events, and for other pur-
poses. 
DECEMBER 12, 2023 
Reported with an amendment, committed to the Com-
mittee of the Whole House on the State of the Union, 
and ordered to be printed 
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