the United States for the relief provided in 
subparagraph (C). 
‘‘(ii) SUBPOENAS.—A subpoena requir-
ing the attendance of a witness at a trial or 
hearing conducted under this section may 
be served at any place in the United States. 
‘‘(iii) STATUTE OF LIMITATIONS.—An 
action under this subsection may not be 
brought more than 6 years after the date on 
which the violation of subparagraph (A) oc-
curred, or more than 3 years after the date 
when facts material to the right of action 
are known or reasonably should have been 
known by the employee alleging a violation 
of subparagraph (A), but in no event after 
10 years after the date on which the viola-
tion occurs. 
‘‘(C) RELIEF.—An employee, contractor, or 
agent prevailing in any action brought under 
subparagraph (B) shall be entitled to all relief 
necessary to make that employee, contractor, or 
agent whole, including reinstatement with the 
same seniority status that the employee, con-
tractor, or agent would have had, but for the dis-
crimination, 2 times the amount of back pay, 
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with interest, and compensation for any special 
damages sustained as a result of the discrimina-
tion, including litigation costs, expert witness 
fees, and reasonable attorneys’ fees. 
‘‘(2) CONFIDENTIALITY.— 
‘‘(A) IN GENERAL.—Except as provided in 
subparagraph (B), all information provided to 
the Commission by a whistleblower shall be con-
fidential and privileged as an evidentiary matter 
(and shall not be subject to civil discovery or 
other legal process) in any proceeding in any 
Federal or State court or administrative agency, 
and shall be exempt from disclosure, in the 
hands of an agency or establishment of the Fed-
eral Government, under the Freedom of Informa-
tion Act (5 U.S.C. 552), or otherwise, unless and 
until required to be disclosed to a defendant or 
respondent in connection with a proceeding in-
stituted by the Commission or any entity de-
scribed in subparagraph (B). For purposes of 
section 552 of title 5, United States Code, this 
paragraph shall be considered a statute described 
in subsection (b)(3)(B) of such section 552. Noth-
ing herein is intended to limit the Attorney Gen-
eral’s ability to present such evidence to a grand 
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jury or to share such evidence with potential wit-
nesses or defendants in the course of an ongoing 
criminal investigation. 
‘‘(B) AVAILABILITY TO GOVERNMENT AGEN-
CIES.—Without the loss of its status as confiden-
tial and privileged in the hands of the Commis-
sion, all information referred to in subparagraph 
(A) may, in the discretion of the Commission, 
when determined by the Commission to be nec-
essary to accomplish the purposes of this Act and 
protect investors, be made available to— 
‘‘(i) the Attorney General of the United 
States, 
‘‘(ii) an appropriate regulatory au-
thority, 
‘‘(iii) a self-regulatory organization, 
‘‘(iv) the Public Company Accounting 
Oversight Board, 
‘‘(v) State attorneys general in connec-
tion with any criminal investigation, and 
‘‘(vi) any appropriate State regulatory 
authority, 
each of which shall maintain such information 
as confidential and privileged, in accordance 
with the requirements in subparagraph (A). 
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‘‘(3) RIGHTS RETAINED.—Nothing in this section 
shall be deemed to diminish the rights, privileges, or 
remedies of any whistleblower under any Federal or 
State law, or under any collective bargaining agree-
ment. 
‘‘(h) PROVISION OF FALSE INFORMATION.—Any whis-
tleblower who knowingly and willfully makes any false, fic-
titious, or fraudulent statement or representation, or makes 
or uses any false writing or document knowing the same 
to contain any false, fictitious, or fraudulent statement or 
entry, shall not be entitled to an award under this section 
and shall be subject to prosecution under section 1001 of 
title 18, United States Code. 
‘‘(i) RULEMAKING
AUTHORITY.—The Commission 
shall have the authority to issue such rules and regulations 
as may be necessary or appropriate to implement the provi-
sions of this section. 
‘‘(j) DEFINITIONS.—For purposes of this section, the 
following terms have the following meanings: 
‘‘(1) ORIGINAL INFORMATION.—The term ‘origi-
nal information’ means information that— 
‘‘(A) is based on the direct and independent 
knowledge or analysis of a whistleblower; 
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‘‘(B) is not known to the Commission from 
any other source, unless the whistleblower is the 
initial source of the information; and 
‘‘(C) is not based on allegations in a judi-
cial or administrative hearing, in a govern-
mental report, hearing, audit, or investigation, 
or from the news media, unless the whistleblower 
is the initial source of the information that re-
sulted in the judicial or administrative hearing, 
governmental report, hearing, audit, or inves-
tigation, or the news media’s report on the alle-
gations. 
‘‘(2) MONETARY SANCTIONS.—The term ‘mone-
tary sanctions’, when used with respect to any judi-
cial or administrative action, means any monies, in-
cluding but not limited to penalties, disgorgement, 
and interest, ordered to be paid, and any monies de-
posited into a disgorgement fund or other fund pursu-
ant to section 308(b) of the Sarbanes-Oxley Act of 
2002 (15 U.S.C. 7246(b)), as a result of such action 
or any settlement of such action. 
‘‘(3) RELATED ACTION.—The term ‘related ac-
tion’, when used with respect to any judicial or ad-
ministrative action brought by the Commission under 
the securities laws, means any judicial or administra-
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tive action brought by an entity described in sub-
section (g)(2)(B) that is based upon the same original 
information provided by a whistleblower pursuant to 
subsection (a) that led to the successful enforcement of 
the Commission action. 
‘‘(4) 
WHISTLEBLOWER.—The 
term 
‘whistle-
blower’ means an individual, or two or more individ-
uals acting jointly, who submit information to the 
Commission as provided in this section.’’. 
(b) ADMINISTRATION AND ENFORCEMENT.—The Secu-
rities and Exchange Commission shall establish a separate 
office within the Commission to administer and enforce the 
provisions of section 21F of the Securities Exchange Act 
of 1934, as added by subsection (a). Such office shall report 
annually to Congress on its activities, whistleblower com-
plaints, and the response of the Commission to such com-
plaints. 
SEC. 
204. 
CONFORMING 
AMENDMENTS 
FOR 
WHISTLE-
BLOWER PROTECTION. 
(a) IN GENERAL.—Each of the following provisions is 
amended by inserting ‘‘and section 21F of the Securities 
Exchange Act of 1934’’ after ‘‘the Sarbanes-Oxley Act of 
2002’’: 
(1) Section 20(d)(3)(A) of the Securities Act of 
1933 (15 U.S.C. 77t(d)(3)(A)). 
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(2) Section 42(e)(3)(A) of the Investment Com-
pany Act of 1940 (15 U.S.C. 80a–41(e)(3)(A)). 
(3) Section 209(e)(3)(A) of the Investment Advis-
ers Act of 1940 (15 U.S.C. 80b–9(e)(3)(A)). 
(b) SECURITIES EXCHANGE ACT.—The Securities Ex-
change Act of 1934 (15 U.S.C. 78a et seq.) is amended— 
(1) 
in 
section 
21(d)(3)(C)(i) 
(15 
U.S.C. 
78u(d)(3)(C)(i)), by inserting ‘‘and section 21F of 
this title’’ after ‘‘the Sarbanes-Oxley Act of 2002’’; 
(2) in section 21A(d)(1) (15 U.S.C. 78u– 
1(d)(1))— 
(A) by striking ‘‘(subject to subsection (e))’’; 
and 
(B) by inserting ‘‘and section 21F of this 
title’’ after ‘‘the Sarbanes-Oxley Act of 2002’’; 
and 
(3) in section 21A, by striking subsection (e) and 
redesignating subsections (f) and (g) as subsection (e) 
and (f), respectively. 
SEC. 205. IMPLEMENTATION AND TRANSITION PROVISIONS 
FOR WHISTLEBLOWER PROTECTIONS. 
(a) IMPLEMENTING RULES.—The Securities and Ex-
change Commission shall issue final regulations imple-
menting the provisions of section 21F of the Securities Ex-
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change Act of 1934, as added by this title, no later than 
270 days after the date of enactment of this Act. 
(b) ORIGINAL INFORMATION.—Information submitted 
to the Commission by a whistleblower in accordance with 
regulations implementing the provisions of section 21F of 
the Securities Exchange Act of 1934, as added by this title, 
shall not lose its status as original information, as defined 
in subsection (i)(1) of such section, solely because the whis-
tleblower submitted such information prior to the effective 
date of such regulations, provided such information was 
submitted after the date of enactment of this Act, or related 
to insider trading violations for which a bounty could have 
been paid at the time such information was submitted. 
(c) AWARDS.—A whistleblower may receive an award 
pursuant to section 21F of the Securities Exchange Act of 
1934, as added by this title, regardless of whether any viola-
tion of a provision of the securities laws, or a rule or regula-
tion thereunder, underlying the judicial or administrative 
action upon which the award is based occurred prior to the 
date of enactment of this Act. 
SEC. 206. COLLATERAL BARS. 
(a) SECTION 15 OF THE SECURITIES EXCHANGE ACT 
OF 1934.—Section 15(b)(6)(A) of the Securities Exchange 
Act of 1934 (15 U.S.C. 78o(b)(6)(A)) is amended by strik-
ing ‘‘12 months, or bar such person from being associated 
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with a broker or dealer,’’ and inserting ‘‘12 months, or bar 
any such person from being associated with a broker, dealer, 
investment adviser, municipal securities dealer, transfer 
agent, or nationally recognized statistical rating organiza-
tion,’’. 
(b) SECTION 15B OF THE SECURITIES EXCHANGE ACT 
OF 1934.—Section 15B(c)(4) of the Securities Exchange Act 
of 1934 (15 U.S.C. 78o–4(c)(4)) is amended by striking 
‘‘twelve months or bar any such person from being associ-
ated with a municipal securities dealer,’’ and inserting ‘‘12 
months or bar any such person from being associated with 
a broker, dealer, investment adviser, municipal securities 
dealer, transfer agent, or nationally recognized statistical 
rating organization,’’. 
(c) SECTION 17A OF THE SECURITIES EXCHANGE ACT 
OF 1934.—Section 17A(c)(4)(C) of the Securities Exchange 
Act of 1934 (15 U.S.C. 78q–1(c)(4)(C)) is amended by strik-
ing ‘‘twelve months or bar any such person from being asso-
ciated with the transfer agent,’’ and inserting ‘‘12 months 
or bar any such person from being associated with any 
transfer agent, broker, dealer, investment adviser, munic-
ipal securities dealer, or nationally recognized statistical 
rating organization,’’. 
(d) SECTION 203 OF THE INVESTMENT ADVISERS ACT 
OF 1940.—Section 203(f) of the Investment Advisers Act of 
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1940 (15 U.S.C. 80b–3(f)) is amended by striking ‘‘twelve 
months or bar any such person from being associated with 
an investment adviser,’’ and inserting ‘‘12 months or bar 
any such person from being associated with an investment 
adviser, broker, dealer, municipal securities dealer, transfer 
agent, or nationally recognized statistical rating organiza-
tion,’’. 
SEC. 207. AIDING AND ABETTING AUTHORITY UNDER THE 
SECURITIES ACT AND THE INVESTMENT COM-
PANY ACT. 
(a) UNDER THE SECURITIES ACT OF 1933.—Section 
15 of the Securities Act of 1933 (15 U.S.C. 77o) is amend-
ed— 
(1) by striking ‘‘Every person who’’ and insert-
ing ‘‘(a) CONTROLLING
PERSONS.—Every person 
who’’; and 
(2) by adding at the end the following: 
‘‘(b) PROSECUTION OF PERSONS WHO AID AND ABET 
VIOLATIONS.—For purposes of any action brought by the 
Commission under subparagraph (b) or (d) of section 20, 
any person that knowingly or recklessly provides substan-
tial assistance to another person in violation of a provision 
of this Act, or of any rule or regulation issued under this 
Act, shall be deemed to be in violation of such provision 
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to the same extent as the person to whom such assistance 
is provided.’’. 
(c) UNDER
THE INVESTMENT COMPANY ACT
OF 
1940.—Section 48 of the Investment Company Act of 1940 
(15 U.S.C. 80a–48) is amended by redesignating subsection 
(b) as subsection (c) and inserting after subsection (a) the 
following: 
‘‘(b) For purposes of any action brought by the Com-
mission under subsection (d) or (e) of section 42, any person 
that knowingly or recklessly provides substantial assistance 
to another person in violation of a provision of this Act, 
or of any rule or regulation issued under this Act, shall 
be deemed to be in violation of such provision to the same 
extent as the person to whom such assistance is provided.’’. 
SEC. 208. AUTHORITY TO IMPOSE PENALTIES FOR AIDING 
AND ABETTING VIOLATIONS OF THE INVEST-
MENT ADVISERS ACT. 
Section 209 of the Investment Advisers Act of 1940 (15 
U.S.C. 80b–9) is amended by inserting at the end the fol-
lowing new subsections: 
‘‘(f) AIDING AND ABETTING.—For purposes of any ac-
tion brought by the Commission under subsection (e), any 
person that knowingly or recklessly has aided, abetted, 
counseled, commanded, induced, or procured a violation of 
any provision of this Act, or of any rule, regulation, or 
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order hereunder, shall be deemed to be in violation of such 
provision, rule, regulation, or order to the same extent as 
the person that committed such violation. 
‘‘(g) ENFORCEMENT BY NATIONAL SECURITIES ASSO-
CIATIONS.—The Commission may permit or require a na-
tional securities association registered under the Securities 
Exchange Act of 1934 to enforce compliance by its members 
and persons associated with its members with the provisions 
of this Act, the rules and regulations thereunder, and to 
adopt such rules (subject to any rule or order of the Com-
mission pursuant to the Securities Exchange Act of 1934) 
as the association may deem necessary and in the public 
interest to further the purposes of this Act.’’. 
SEC. 209. DEADLINE FOR COMPLETING EXAMINATIONS, IN-
SPECTIONS AND ENFORCEMENT ACTIONS. 
The Securities Exchange Act of 1934 (15 U.S.C. 78a 
et seq.) is amended by inserting after section 4D (as added 
by section 101) the following new section: 
‘‘SEC. 4E. DEADLINE FOR COMPLETING ENFORCEMENT IN-
VESTIGATIONS AND COMPLIANCE EXAMINA-
TIONS AND INSPECTIONS. 
‘‘(a) ENFORCEMENT INVESTIGATIONS.— 
‘‘(1) IN
GENERAL.—Not later than 180 days 
after the date on which Commission staff provide a 
written Wells notification to any person, the Commis-
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sion staff shall either file an action against such per-
son or provide notice to the Director of the Division 
of Enforcement of its intent to not file an action. 
‘‘(2) EXCEPTIONS
FOR
CERTAIN
COMPLEX
AC-
TIONS.—Notwithstanding paragraph (1), if the head 
of any division or office within the Commission or his 
designee determines that a particular enforcement in-
vestigation is sufficiently complex such that a deter-
mination regarding the filing of an action against a 
person cannot be completed within the deadline speci-
fied in paragraph (1), the head of any division or of-
fice within the Commission or his designee may, after 
providing notice to the Chairman of the Commission, 
extend such deadline as needed for one additional 
180-day period. If after the additional 180-day period 
the head of any division or office within the Commis-
sion or his designee determines that a particular en-
forcement investigation is sufficiently complex such 
that a determination regarding the filing of an action 
against a person cannot be completed within the ad-
ditional 180-day period, the head of any division or 
office within the Commission or his designee may, 
after providing notice to and receiving approval of 
the Commission, extend such deadline as needed for 
one or more additional successive 180-day periods. 
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‘‘(b) 
COMPLIANCE
EXAMINATIONS
AND
INSPEC-
TIONS.— 
‘‘(1) IN
GENERAL.—Not later than 180 days 
after the date on which Commission staff completes 
the on-site portion of its compliance examination or 
inspection or receives all records requested from the 
entity being examined or inspected, whichever is later, 
Commission staff shall provide the entity being exam-
ined or inspected with written notification indicating 
either that the examination or inspection has con-
cluded without findings or that the staff requests the 
entity undertake corrective action. 
‘‘(2) EXCEPTION
FOR
CERTAIN
COMPLEX
AC-
TIONS.—Notwithstanding paragraph (1), if the head 
of any division or office within the Commission or his 
designee determines that a particular compliance ex-
amination or inspection is sufficiently complex such 
that a determination regarding concluding the exam-
ination or inspection or regarding the staff requests 
the entity undertake corrective action cannot be com-
pleted within the deadline specified in paragraph (1), 
the head of any division or office within the Commis-
sion or his designee may, after providing notice to the 
Chairman of the Commission, extend such deadline as 
needed for one additional 180-day period.’’. 
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SEC. 210. NATIONWIDE SERVICE OF SUBPOENAS. 
(a) SECURITIES ACT OF 1933.—Section 22(a) of the 
Securities Act of 1933 (15 U.S.C. 77v(a)) is amended by 
inserting after the second sentence the following: ‘‘In any 
action or proceeding instituted by the Commission under 
this title in a United States district court for any judicial 
district, subpoenas issued to compel the attendance of wit-
nesses or the production of documents or tangible things (or 
both) at a hearing or trial may be served at any place with-
in the United States.’’. 
(b) SECURITIES EXCHANGE ACT OF 1934.—Section 27 
of the Securities Exchange Act of 1934 (15 U.S.C. 78aa) 
is amended by inserting after the third sentence the fol-
lowing: ‘‘In any action or proceeding instituted by the Com-
mission under this title in a United States district court 
for any judicial district, subpoenas issued to compel the at-
tendance of witnesses or the production of documents or tan-
gible things (or both) at a hearing or trial may be served 
at any place within the United States.’’. 
(c) INVESTMENT COMPANY ACT OF 1940.—Section 44 
of the Investment Company Act of 1940 (15 U.S.C. 80a– 
43) is amended by inserting after the fourth sentence the 
following: ‘‘In any action or proceeding instituted by the 
Commission under this title in a United States district 
court for any judicial district, subpoenas issued to compel 
the attendance of witnesses or the production of documents 
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or tangible things (or both) at a hearing or trial may be 
served at any place within the United States.’’. 
(d) INVESTMENT ADVISERS ACT OF 1940.—Section 
214 of the Investment Advisers Act of 1940 (15 U.S.C. 80b– 
14) is amended by inserting after the third sentence the fol-
lowing: ‘‘In any action or proceeding instituted by the Com-
mission under this title in a United States district court 
for any judicial district, subpoenas issued to compel the at-
tendance of witnesses or the production of documents or tan-
gible things (or both) at a hearing or trial may be served 
at any place within the United States.’’. 
SEC. 211. AUTHORITY TO IMPOSE CIVIL PENALTIES IN 
CEASE AND DESIST PROCEEDINGS. 
(a) UNDER THE SECURITIES ACT OF 1933.—Section 
8A of the Securities Act of 1933 (15 U.S.C. 77h–1) is 
amended by adding at the end the following new subsection: 
‘‘(g) AUTHORITY TO IMPOSE MONEY PENALTIES.— 
‘‘(1) GROUNDS FOR IMPOSING.—In any cease- 
and-desist proceeding under subsection (a), the Com-
mission may impose a civil penalty on a person if it 
finds, on the record after notice and opportunity for 
hearing, that— 
‘‘(A) such person— 
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‘‘(i) is violating or has violated any 
provision of this title, or any rule or regula-
tion thereunder; or 
‘‘(ii) is or was a cause of the violation 
of any provision of this title, or any rule or 
regulation thereunder; and 
‘‘(B) such penalty is in the public interest. 
‘‘(2) MAXIMUM AMOUNT OF PENALTY.— 
‘‘(A) FIRST TIER.—The maximum amount 
of penalty for each act or omission described in 
paragraph (1) shall be $7,500 for a natural per-
son or $75,000 for any other person. 
‘‘(B) 
SECOND
TIER.—Notwithstanding 
paragraph (A), the maximum amount of penalty 
for each such act or omission shall be $75,000 for 
a natural person or $375,000 for any other per-
son if the act or omission described in paragraph 
(1) involved fraud, deceit, manipulation, or de-
liberate or reckless disregard of a regulatory re-
quirement. 
‘‘(C) THIRD TIER.—Notwithstanding para-
graphs (A) and (B), the maximum amount of 
penalty for each such act or omission shall be 
$150,000 for a natural person or $725,000 for 
any other person if— 
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‘‘(i) the act or omission described in 
paragraph (1) involved fraud, deceit, ma-
nipulation, or deliberate or reckless dis-
regard of a regulatory requirement; and 
‘‘(ii) such act or omission directly or 
indirectly resulted in substantial losses or 
created a significant risk of substantial 
losses to other persons or resulted in sub-
stantial pecuniary gain to the person who 
committed the act or omission. 
‘‘(3) EVIDENCE CONCERNING ABILITY TO PAY.— 
In any proceeding in which the Commission may im-
pose a penalty under this section, a respondent may 
present evidence of the respondent’s ability to pay 
such penalty. The Commission may, in its discretion, 
consider such evidence in determining whether such 
penalty is in the public interest. Such evidence may 
relate to the extent of such person’s ability to continue 
in business and the collectability of a penalty, taking 
into account any other claims of the United States or 
third parties upon such person’s assets and the 
amount of such person’s assets.’’. 
(b) UNDER
THE SECURITIES EXCHANGE ACT
OF 
1934.—Subsection (a) of section 21B of the Securities Ex-
change Act of 1934 (15 U.S.C. 78u–2(a)) is amended— 
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