I 
118TH CONGRESS 
2D SESSION 
H. R. 9477 
To amend the Securities Exchange Act of 1934 with respect to reviewable 
actions taken pursuant to delegated functions of the Securities and 
Exchange Commission, and for other purposes. 
IN THE HOUSE OF REPRESENTATIVES 
SEPTEMBER 6, 2024 
Mr. MEUSER (for himself and Mr. STEIL) introduced the following bill; which 
was referred to the Committee on Financial Services 
A BILL 
To amend the Securities Exchange Act of 1934 with respect 
to reviewable actions taken pursuant to delegated func-
tions of the Securities and Exchange Commission, and 
for other purposes. 
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 ‘‘SEC Regulatory Eval-
uation, Verification, and Integrity of Effective Workflows 
Act of 2024’’ or the ‘‘SEC REVIEW Act of 2024’’. 
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SEC. 2. REVIEWABLE ACTIONS. 
(a) IN GENERAL.—Subsection (b) of section 4A of 
the Securities Exchange Act of 1934 (15 U.S.C. 78d–1) 
is amended— 
(1) by striking ‘‘(1) denies’’ and inserting ‘‘(A) 
denies’’; 
(2) by striking ‘‘(2) suspends’’ and inserting 
‘‘(B) suspends’’; 
(3) by striking ‘‘(3) is’’ and inserting ‘‘(C) is’’; 
(4) by striking ‘‘With’’ and all that follows 
through ‘‘upon its own’’ and inserting the following: 
‘‘(b) REVIEWABLE ACTIONS.— 
‘‘(1) IN GENERAL.—The Commission shall re-
tain a discretionary right to review a reviewable ac-
tion upon its own’’; and 
(5) by adding at the end the following: 
‘‘(2) REVIEWABLE ACTION DEFINED.—In this 
subsection, the term ‘reviewable action’ means any 
action delegated under subsection (a) that results 
in— 
‘‘(A) the issuance of any letter or any 
other communication granting or denying a re-
quest for no-action relief in connection with a 
shareholder proposal; or 
‘‘(B) a rule (as defined in section 804 of 
title 5, United States Code).’’. 
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(b) APPROVAL OF REVIEWABLE ACTIONS.—Section 
4A of the Securities Exchange Act of 1934 (15 U.S.C. 
78d–1) is amended by adding at the end the following: 
‘‘(d) APPROVAL OF REVIEWABLE ACTIONS.—A re-
viewable action (as defined in subsection (b)) may only 
take effect— 
‘‘(1) with the signed approval of the Chairman; 
or 
‘‘(2) through agreement of the Chairman and 
Commissioners, which may be reached without con-
vening a meeting. 
‘‘(e) CIRCULATION WITH COMMISSION.—Upon re-
quest by a Commissioner, the Chairman of the Commis-
sion shall provide the Commissioner with— 
‘‘(1) copies of any signed approval under sub-
section (d)(1) of a reviewable action; and 
‘‘(2) the record with respect to such reviewable 
action. 
‘‘(f) ANNUAL REPORT ON REVIEWABLE ACTIONS RE-
LATING TO SHAREHOLDER PROPOSALS.—Not later than 
1 year after the date of the enactment of this subsection 
and annually thereafter, the Commission shall submit to 
the Committee on Financial Services of the House of Rep-
resentatives and the Committee on Banking, Housing, and 
Urban Affairs of the Senate, a report that includes— 
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‘‘(1) a summary of each reviewable action de-
scribed in subsection (b)(2)(A) issued in the year 
preceding the report; 
‘‘(2) for a reviewable action in connection with 
a shareholder proposal, an analysis of how such re-
viewable action is carried out in accordance with the 
specific textual requirement of section 240.14a–8 of 
title 17, Code of Federal Regulations (or a successor 
regulation), and such analysis may not include any 
discussion of how the action is carried out in accord-
ance with any guidance or other Commission inter-
pretations applicable to such rule; 
‘‘(3) an analysis of how such reviewable ac-
tion— 
‘‘(A) protects investors; 
‘‘(B) maintains fair and orderly markets; 
or 
‘‘(C) facilitates capital formation; and 
‘‘(4) an analysis of how the reviewable actions 
issued in the year preceding the report did not dis-
criminate on the basis of viewpoint or political affili-
ation.’’. 
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SEC. 3. REPORT OF GENERAL COUNSEL ON DELEGATED 
FUNCTIONS. 
Not later than 15 days after the date of the enact-
ment of this Act, and not later than 30 days after any 
change in the person or vacancy of the Chairman of the 
Securities and Exchange Commission thereafter, the Gen-
eral Counsel of the Securities and Exchange Commission 
shall submit to Congress a report that— 
(1) in the case of the first report, lists each 
function delegated by the Commission pursuant to 
subsection (a) of section 4A of the Exchange Act 
(15 U.S.C. 78d–1) as of the day before the date of 
the enactment of this Act; and 
(2) in the case of each subsequent report, lists 
each function delegated by the Commission pursuant 
to such subsection during the period beginning on 
the date the preceding report was submitted. 
Æ 
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