I 
113TH CONGRESS 
2D SESSION 
H. R. 4915 
To clarify the definition of general solicitation under Federal securities law. 
IN THE HOUSE OF REPRESENTATIVES 
JUNE 19, 2014 
Mr. SCHNEIDER (for himself and Mr. CHABOT) introduced the following bill; 
which was referred to the Committee on Financial Services 
A BILL 
To clarify the definition of general solicitation under Federal 
securities law. 
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’’ or the ‘‘HALOS Act’’. 
SEC. 2. DEFINITION OF ANGEL INVESTOR GROUP. 
As used in this Act, the term ‘‘angel investor group’’ 
means any group that— 
(1) is composed primarily of individual accred-
ited investors who are interested in investing per-
sonal capital in early-stage companies; 
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(2) holds regular meetings and has defined 
processes and procedures for making investment de-
cisions, either individually or among the membership 
of the group as a whole; and 
(3) is not connected to broker-dealers or invest-
ment advisers. 
SEC. 3. CLARIFICATION OF GENERAL SOLICITATION. 
The Securities and Exchange Commission shall 
amend Regulation D of its rules (17 C.F.R. 230.500 et 
seq.) to require that in carrying out the prohibition 
against general solicitation or general advertising con-
tained in section 230.502(c) of title 17, Code of Federal 
Regulations, the prohibition shall not apply to a presen-
tation or other communication 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, by the District of Columbia, by any 
State, by a political subdivision of any State or 
territory, or by any agency or public instrumen-
tality 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; 
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(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; 
(3) the sponsor of which— 
(A) does not make investment recommen-
dations or provide investment advice to event 
attendees; 
(B) does not engage in an active role in 
any investment negotiations between the issuer 
and investors attending the event; and 
(C) does not charge event attendees any 
fees other than administrative fees; and 
(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 of-
fering securities or planning to offer securities; 
(B) the type and amount of securities 
being offered; 
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(C) the amount of securities being offered 
that have already been subscribed for; and 
(D) the intended use of proceeds of the of-
fering. 
Æ 
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