lcalvobartolome/proxann_data huggingface dataset:
Topic: Domestic Commerce — Securities & Commodities
Subject: Crime and law enforcement
Date: 2016-02-03 00:00:00

Incorporation Transparency and Law Enforcement Assistance Act

This bill directs the Department of the Treasury to: (1) issue regulations requiring corporations and limited liability companies formed in a state that does not have a formation system providing for the disclosure, updating, and verification of beneficial ownership information to file with Treasury information about their beneficial ownership as required by this bill; and (2) provide such information pursuant to a civil or criminal subpoena or summons from a federal or state agency or a congressional committee or a written request by a federal agency on behalf of another country or by the Financial Crimes Enforcement Network.

It sets forth requirements for state formation systems regarding beneficial ownership information, including: (1) the identification of beneficial owners by name, residential or business address, and identifying number from a passport or driver's license; and (2) the updating of lists of beneficial owners not later than 60 days after any change in information. It requires retention of such information for five years after a corporation or limited liability company terminates.

The bill authorizes a state that maintains a formal licensing system for formation agents to permit an applicant to form a corporation or limited liability company, or a corporation or company formed under the laws of the state, to provide such information to such an agent residing in that state instead of to that state directly, under certain conditions. It prescribes penalties for: (1) providing false or fraudulent beneficial ownership information; (2) willfully failing to provide complete or updated information; (3) disclosing the existence of a subpoena, summons, or other request for beneficial ownership information, with exceptions; and (4) a formation agent failing to obtain or maintain credible, legible, and updated beneficial ownership information.

 Treasury must publish a proposed and final rule to require persons engaged in the business of forming corporations to establish anti-money laundering programs.

 The Government Accountability Office must study and report to Congress on: (1) state requirements for the disclosure of beneficial ownership information; (2) whether the lack of such information has impeded investigations into entities suspected of terrorism, money laundering, and other criminal activities; (3) whether the failure to require beneficial ownership information for partnerships and trusts formed or registered in the United States has elicited international criticism and what steps the United States has taken or is planning to take in response; and (4) the effectiveness of incorporation practices implemented under this bill in aiding law enforcement.
Topic: Domestic Commerce — Securities & Commodities
Subject: Finance and financial sector
Date: 2016-02-09 00:00:00

(This measure has not been amended since it was introduced. The expanded summary of the House reported version is repeated here.)

Helping Angels Lead Our Startups Act or the HALOS Act

 (Sec. 3) This bill directs the Securities and Exchange Commission (SEC) to amend Regulation D (governing the limited offer and sale of securities without registration under the Securities Act of 1933) to make the prohibition against general solicitation or general advertising inapplicable to events with specified kinds of sponsors (including angel investor groups not connected to broker-dealers or investment advisers) where:

 presentations or communications are made by or on behalf of an issuer, the advertising does not refer to any specific offering of securities by the issuer, the sponsor does not engage in certain activities (such as offering investment recommendations or advice to attendees), the sponsor does not receive compensation for the event which would require registration as a broker or dealer or as an investment advisor, and no specific information regarding a securities offering is communicated (other than that the issuer is in the process of offering or planning to offer securities, including the type and amount of securities being offered). This bill may only be construed as requiring the SEC to amend Regulation D with respect to presentations and communications, and not with respect to purchases or sales.
Topic: Domestic Commerce — Securities & Commodities
Subject: Taxation
Date: 2016-02-10 00:00:00

Corporate Rate Equality and Trade Empowerment Jobs Act of 2016 or the Create Jobs Act

This bill amends the Internal Revenue Code to lower the rate of tax on the taxable income of corporations to the greater of: (1) 10%, or (2) the rate that is 5% below the average corporate income tax rate for Organization for Economic Co-operation and Development countries other than the United States. The bill also sets forth a procedure for a congressional joint resolution approving an increase in the corporate tax rate.
Topic: Domestic Commerce — Securities & Commodities
Subject: Finance and financial sector
Date: 2016-02-26 00:00:00

Main Street Growth Act

(Sec. 2) This bill amends the Securities Exchange Act of 1934 to permit a national securities exchange, for itself or for one of its listing tiers, to elect treatment as a venture exchange by notifying the Securities and Exchange Commission (SEC) of such an election either at the time it applies for registration or after registering as a national securities exchange.

Unless the SEC denies the registration application within six months after its receipt, the application and election shall be deemed to have received SEC approval. Similarly, after a national securities exchange registers, its election to be treated as a venture exchange shall be deemed approved unless the SEC denies approval within six months after receiving notice of the election.

The bill subjects a venture exchange to certain restrictions, including that it may: (1) only constitute, maintain, or provide a market place or facilities for bringing together purchasers and sellers of venture securities, and (2) not extend unlisted trading privileges to any venture security.

Venture securities are securities of:

 an early-stage, growth company exempt from registration under the Securities Act of 1933; and an emerging growth company. The bill exempts a venture exchange from compliance with: (1) specified National Market System and Alternative Trading System rules, (2) the requirement to submit data to a securities information processor, or (3) mandatory use of decimal pricing.

With respect to trading on a venture exchange, the bill also exempts from registration under the Securities Exchange Act of 1934 certain securities exempted from registration under the Securities Act of 1933 if the issuer is in compliance with all disclosure obligations and regulations under the latter Act.

The bill defines an issuer with a market capitalization of $1 million or less, and which has not made an initial public offering of any securities, as an "early-stage growth company."

An early-stage, growth company whose securities are traded on a venture exchange shall not cease to be an early-stage, growth company by reason of a market capitalization exceeding the $1 million threshold until the end of 24 consecutive months during which that market capitalization exceeds $2 million (indexed for inflation). If an issuer would cease to be an early-stage, growth company for exceeding the market capitalization threshold, a venture exchange may, upon the issuer's request, exempt the issuer from such capitalization requirements for the 24-month period referred to, and extend that exemption for an additional year as well. The Securities Act of 1933 is amended to exempt venture securities from state and local government regulation.

The bill expresses the sense of Congress that the SEC should:

 make use of its general exemptive authority regarding certain elements of this bill; and create an Office of Venture Exchanges, if appropriate, within the SEC Division of Trading and Markets.
Topic: Domestic Commerce — Securities & Commodities
Subject: Finance and financial sector
Date: 2016-03-17 00:00:00

This bill directs the Securities and Exchange Commission (SEC), within 180 days of enactment of this bill, to update:

 the Securities Act industry guides entitled "Prospectuses relating to interests in oil and gas programs" and "Description of Property by Issuers Engaged or To Be Engaged in Significant Mining Operations," the Exchange Act industry guide entitled "Description of Property by Issuers Engaged or To Be Engaged in Significant Mining Operations," and regulations concerning disclosure by registrants engaged in oil and gas producing activities. In making such updates, the SEC shall work with the Investor Advisory Committee, which shall solicit and consider public input or appropriate disclosures to include and make specific recommendations to the SEC.

If the SEC fails to meet the deadline, it must report to and testify before specified congressional committees explaining why it failed to meet it.
Topic: Domestic Commerce — Securities & Commodities
Subject: Taxation
Date: 2016-03-22 00:00:00

This bill amends the Internal Revenue Code, with respect to the taxation of S corporations, to exclude from the 100 shareholder limitation for such corporations individuals who acquired shares in an S corporation through: (1) a small issues public offering, or (2) one or more crowdfunding offerings.
Topic: Domestic Commerce — Securities & Commodities
Subject: Finance and financial sector
Date: 2016-03-23 00:00:00

Micro Offering Safe Harbor Act

This bill amends the Securities Act of 1933 to exempt from specified prohibitions against the sale or delivery after sale of unregistered securities, among other things, transactions involving the sale of securities by an issuer of micro-offerings that meet all of the following criteria:

 each purchaser has a substantive pre-existing relationship with either an officer or director of the issuer, or with a shareholder holding 10% or more of the issuer's shares; during the 12-month period preceding the transaction there are no more than 35 purchasers of such micro-offerings sold in reliance on this exemption; and the aggregate amount of all securities sold by the issuer (including any amount sold in reliance upon the exemption) during the 12-month period preceding the transaction does not exceed $500,000. The exemption provided under this bill is not available for a transaction involving a sale of securities if any of specified persons connected with their issuance would have triggered disqualification as a "bad actor" pursuant to regulations under the Act.

The bill also exempts such micro-offerings from state regulation of securities offerings.
Topic: Domestic Commerce — Securities & Commodities
Subject: Finance and financial sector
Date: 2016-03-23 00:00:00

Private Placement Improvement Act of 2016

 This bill directs the Securities and Exchange Commission (SEC) to revise the filing requirements of Regulation D (which provides exemptions from securities registration requirements) to require an issuer that offers or sells securities in reliance upon a certain exemption from registration (for limited offers and sales without regard to the dollar amount of the offering [Rule 506]) to file, no earlier than 15 days after the date of first sale of such securities, a single notice of sales containing the information required by Form D (used to file a notice of an exempt offering of securities under Regulation D) for each new offering of securities.

 The SEC shall not: (1) require the issuer to file any notice of sales containing the information required by Form D except for this single notice; (2) condition the availability of the Rule 506 exemption upon the filing of a Form D or similar report; or (3) require issuers to submit written general solicitation materials in connection with a limited offering subject to Rule 506, except when it requests such materials pursuant to specified authority.

 The SEC shall revise a specified rule, regarding a Rule 506 offering of a private fund, to characterize as an accredited investor a "knowledgeable employee" of that private fund or the fund's investment adviser.

 The SEC shall not extend to private funds the requirements governing investment company sales literature.
Topic: Domestic Commerce — Securities & Commodities
Subject: Finance and financial sector
Date: 2016-03-23 00:00:00

Supporting America's Innovators Act of 2016

This bill amends the Investment Company Act of 1940 to exempt from its coverage any issuer whose outstanding securities with respect to a qualifying venture capital fund (other than short-term paper) are beneficially owned by not more than 250 persons.

The bill defines "qualifying venture capital fund" as one with no more than $10 million (annually adjusted for inflation) in invested capital.
Topic: Domestic Commerce — Securities & Commodities
Subject: Finance and financial sector
Date: 2016-03-23 00:00:00

Fix Crowdfunding Act

(Sec. 2) This bill amends the Securities Act of 1933 to allow a crowdfunding issuer to sell shares through a crowdfunding vehicle.

(Crowdfunding is a method of capital formation in which groups of people pool money, typically composed of small individual contributions, and often via Internet platforms, either to invest in a company or to support an effort by others to accomplish a specific goal.)

A "crowdfunding vehicle" is a company that:

 has purposes limited to acquiring, holding, and disposing securities issued by a single company in one or more transactions and made pursuant to crowdfunding exemption transaction requirements; issues only one class of securities; receives no compensation for such acquisition, holding, or disposition of securities; is a co-issuer with the company whose securities it holds; and meets specified requirements related to disclosure obligations and the use of investment advisers. (Sec. 3) The bill amends the Securities Exchange Act of 1934 to revise the conditions upon which the Securities and Exchange Commission (SEC) shall exempt securities issued in crowdfunding transactions from SEC registration requirements.

 Under current law, holders of crowdfunded shares do not count toward the shareholder threshold beyond which an issuer is required to register its securities with the SEC, provided that the issuer: (1) is current in its annual reporting obligations, (2) retains the services of a registered transfer agent, and (3) has less than $25 million in assets. The bill maintains this exemption but removes and replaces the conditions upon which it applies. Specifically, holders of crowdfunded shares shall not count toward the shareholder threshold if the issuer has: (1) a public float of less than $75 million, and (2) annual revenues of less than $50 million.
Topic: Domestic Commerce — Securities & Commodities
Subject: Finance and financial sector
Date: 2016-04-21 00:00:00

(This measure has not been amended since it was introduced. The summary has been expanded because action occurred on the measure.)

Fair Access to Investment Research Act of 2016

(Sec. 2) This bill directs the Securities and Exchange Commission (SEC) to revise a specified regulation to create a safe harbor for certain publications or distributions of research reports by brokers or dealers distributing securities.

The revised regulation shall declare that a published or distributed investment fund research report shall not be deemed to constitute an offer for sale or an offer to sell a security that is the subject of the offering pursuant to an effective registration statement, even if the broker or dealer is participating or will participate in the registered offering of the covered investment fund's securities.

The covered investment fund research report shall indeed be deemed to satisfy the regulation's requirements as well as those of any self-regulatory organization.

The SEC shall not impose specified conditions and requirements when implementing the safe harbor.

Until the SEC has adopted such safe harbor revisions, and the Financial Industry Regulatory Authority (FINRA) has revised a related rule, a covered investment fund shall be deemed to be a security listed on a national securities exchange that is not subject to a certain filing requirement of the Investment Company Act of 1940.
Topic: Domestic Commerce — Securities & Commodities
Subject: Finance and financial sector
Date: 2016-05-24 00:00:00

Corporate Governance Reform and Transparency Act of 2016

(Sec. 3) This bill amends the Securities Exchange Act of 1934 to: (1) require a proxy advisory firm to register with the Securities and Exchange Commission (SEC); and (2) prohibit an unregistered proxy advisory firm from using interstate commerce to provide proxy-voting research, analysis, or recommendations to any client.

 With respect to such firms, the bill: (1) establishes procedures for both registration and termination of registration; (2) requires each firm to employ an ombudsman, designate a compliance officer, and file specified documents with the SEC; and (3) prohibits unfair, coercive, or abusive practices.

(Sec. 4) The SEC shall report annually on its website regarding registration applications and related matters.
Topic: Domestic Commerce — Securities & Commodities
Subject: Finance and financial sector
Date: 2016-06-09 00:00:00

National Securities Exchange Regulatory Parity Act of 2016 

(Sec. 2) This bill amends the Securities Act of 1933, regarding the exemption of certain securities from state regulation, to replace limitations based upon listing on specific stock exchanges with a general exemption from state regulation of any securities listed on a national exchange whose listing standards are approved by the Securities and Exchange Commission (SEC), consistent with SEC rules that establish minimum core quantitative listing standards.
Topic: Domestic Commerce — Securities & Commodities
Subject: Finance and financial sector
Date: 2016-06-09 00:00:00

Investment Advisers Modernization Act of 2016

This bill directs the Securities and Exchange Commission (SEC) to amend specified regulations for investment advisers as they apply to private equity firms and private investment funds.

(Sec. 2) The bill revises the disclaimer that, in the case of an investment adviser that is a partnership, an assignment shall not be deemed to result from the death, withdrawal, sale or transfer of minority interests to apply the disclaimer also to minority members, shareholders, for other equity owners of the investment adviser. Qualified clients of an investment adviser may consent to an assignment of the investment adviser contract at the time they enter into an advisory contract.

The Investment Advisers Act of 1940 is amended to repeal the requirement that advisers organized as partnerships notify the other party to an investment adviser contract every time there is a change in the composition of the partnership.

The SEC shall waive the application of specified antifraud prohibitions to advisers who advertise exclusively to:

 qualified clients, determined as of the time of the publication, circulation, or distribution of the advertisement rather than immediately before or after entering into the investment advisory contract; knowledgeable employees of any private fund to which the investment adviser acts as an investment adviser; qualified purchasers; or accredited investors (determined as if the investment adviser were the securities issuer and the time of the publication, circulation, or distribution of the advertisement were the sale of such securities). (Sec. 3) The SEC must amend a certain regulation regarding Form PF which registered investment advisers with at least $150 million in private funds assets under management must file with the SEC to report information about the private funds that they manage. This amendment shall state that an investment adviser to a private fund is not required to report any information beyond that which is required by sections 1a and 1b of Form PF unless it is a large hedge fund adviser or a large liquidity fund adviser.

The SEC shall also amend the regulation requiring that client funds and securities of which an investment adviser has custody are verified by actual examination periodically by an independent public accountant.

The SEC shall amend the proxy voting regulation to waive its application to any voting authority exercised by an investment adviser regarding client securities that are not public securities.

(Sec. 4) On the other hand, the SEC may not:

 amend a specified regulation to extend its requirements and prohibitions concerning investment company sales literature to offerings of securities issued by private funds, or adopt substantially similar rules applicable to such offerings. (Sec. 5) This bill shall not apply to advisory services supplied to an investment company registered under the Investment Company Act of 1940.

(Sec. 6) Any regulation referred to in this bill includes any successor regulation.
Topic: Domestic Commerce — Securities & Commodities
Subject: Finance and financial sector
Date: 2016-06-09 00:00:00

(This measure has not been amended since it was introduced. The summary of that version is repeated here.)

SEC Regulatory Accountability Act

This bill amends the Securities Exchange Act of 1934 to direct the Securities and Exchange Commission (SEC), before issuing a regulation under the securities laws, to:

 identify the nature and source of the problem that the proposed regulation is designed to address in order to assess whether any new regulation is warranted; use the SEC Chief Economist to assess the costs and benefits of the intended regulation and adopt it only upon a reasoned determination that its benefits justify the costs; identify and assess available alternatives that were considered; and ensure that any regulation is accessible, consistent, written in plain language, and easy to understand. The SEC shall:

 consider the impact of the regulation upon investor choice, market liquidity, and small business; and explain in its final rule the nature of comments received concerning the proposed rule or rule change as well as its response to those comments. The SEC shall: (1) review its existing regulations periodically to determine if they are outmoded, ineffective, insufficient, or excessively burdensome; and (2) modify, streamline, expand, or repeal them.

Whenever it adopts or amends a major rule, the SEC shall state in its adopting release the regulation's purposes and intended consequences, the post-implementation quantitative and qualitative metrics to measure the regulation's economic impact, the assessment plan to be used under the supervision of the Chief Economist to assess whether the regulation has achieved those purposes, and any foreseeable unintended or negative consequences.

The assessment plan must: (1) consider the regulation's costs, benefits, and intended and unintended consequences; and (2) specify the data to be collected, the methods for its collection and analysis, and an assessment completion date.

The bill expresses the sense of Congress that the Public Company Accounting Oversight Board should also follow the requirements set forth by this bill.