II 
114TH CONGRESS 
2D SESSION 
H. R. 4855 
IN THE SENATE OF THE UNITED STATES 
JULY 6, 2016 
Received 
AN ACT 
To amend provisions in the securities laws relating to regula-
tion crowdfunding to raise the dollar amount limit and 
to clarify certain requirements and exclusions for funding 
portals established by such Act. 
Be it enacted by the Senate and House of Representa-
tives of the United States of America in Congress assembled, 
VerDate Sep 11 2014 
03:41 Jul 08, 2016
Jkt 059200
PO 00000
Frm 00001
Fmt 6652
Sfmt 6201
E:\BILLS\H4855.RDS
H4855
smartinez on DSK3GLQ082PROD with BILLS
HR 4855 RDS 
SECTION 1. SHORT TITLE. 
This Act may be cited as the ‘‘Fix Crowdfunding 
Act’’. 
SEC. 2. CROWDFUNDING VEHICLES. 
(a) AMENDMENTS
TO
THE SECURITIES ACT
OF 
1933.—The Securities Act of 1933 (15 U.S.C. 77a et 
seq.) is amended— 
(1) in section 4A(f)(3), by inserting ‘‘by any of 
paragraphs (1) through (14) of’’ before ‘‘section 
3(c)’’; and 
(2) in section 4(a)(6)(B), by inserting after 
‘‘any investor’’ the following: ‘‘, other than a 
crowdfunding vehicle (as defined in section 2(a) of 
the Investment Company Act of 1940),’’. 
(b) AMENDMENTS TO THE INVESTMENT COMPANY 
ACT OF 1940.—The Investment Company Act of 1940 (15 
U.S.C. 80a–1 et seq.) is amended— 
(1) in section 2(a), by adding at the end the 
following: 
‘‘(55) The term ‘crowdfunding vehicle’ means a 
company— 
‘‘(A) whose purpose (as set forth in its or-
ganizational documents) is limited to acquiring, 
holding, and disposing securities issued by a 
single company in one or more transactions and 
VerDate Sep 11 2014 
03:41 Jul 08, 2016
Jkt 059200
PO 00000
Frm 00002
Fmt 6652
Sfmt 6201
E:\BILLS\H4855.RDS
H4855
smartinez on DSK3GLQ082PROD with BILLS
HR 4855 RDS 
made pursuant to section 4(a)(6) of the Securi-
ties Act of 1933; 
‘‘(B) which issues only one class of securi-
ties; 
‘‘(C) which receives no compensation in 
connection with such acquisition, holding, or 
disposition of securities; 
‘‘(D) no associated person of which re-
ceives any compensation in connection with 
such acquisition, holding or disposition of secu-
rities unless such person is acting as or on be-
half of an investment adviser registered under 
the Investment Advisers Act of 1940 or reg-
istered as an investment adviser in the State in 
which the investment adviser maintains its prin-
cipal office and place of business; 
‘‘(E) the securities of which have been 
issued in a transaction made pursuant to sec-
tion 4(a)(6) of the Securities Act of 1933, 
where both the crowdfunding vehicle and the 
company whose securities it holds are co- 
issuers; 
‘‘(F) which is current in its ongoing disclo-
sure obligations under Rule 202 of Regulation 
Crowdfunding (17 CFR 227.202); 
VerDate Sep 11 2014 
03:41 Jul 08, 2016
Jkt 059200
PO 00000
Frm 00003
Fmt 6652
Sfmt 6201
E:\BILLS\H4855.RDS
H4855
smartinez on DSK3GLQ082PROD with BILLS
HR 4855 RDS 
‘‘(G) the company whose securities it holds 
is current in its ongoing disclosure obligations 
under Rule 202 of Regulation Crowdfunding 
(17 CFR 227.202); and 
‘‘(H) is advised by an investment adviser 
registered under the Investment Advisers Act of 
1940 or registered as an investment adviser in 
the State in which the investment adviser main-
tains its principal office and place of business.’’; 
and 
(2) in section 3(c), by adding at the end the fol-
lowing: 
‘‘(15) Any crowdfunding vehicle.’’. 
SEC. 3. CROWDFUNDING EXEMPTION FROM REGISTRA-
TION. 
Section 12(g)(6) of the Securities Exchange Act of 
1934 (15 U.S.C. 78l(g)(6)) is amended— 
(1) by striking ‘‘The Commission’’ and insert-
ing the following: 
‘‘(A) IN GENERAL.—The Commission’’; 
(2) by striking ‘‘section 4(6)’’ and inserting 
‘‘section 4(a)(6)’’; and 
(3) by adding at the end the following: 
‘‘(B) TREATMENT OF SECURITIES ISSUED 
BY
CERTAIN
ISSUERS.—An exemption under 
VerDate Sep 11 2014 
03:41 Jul 08, 2016
Jkt 059200
PO 00000
Frm 00004
Fmt 6652
Sfmt 6201
E:\BILLS\H4855.RDS
H4855
smartinez on DSK3GLQ082PROD with BILLS