[Congressional Bills 119th Congress]
[From the U.S. Government Publishing Office]
[H.R. 3383 Introduced in House (IH)]
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119th CONGRESS
1st Session
H. R. 3383
To amend the Investment Company Act of 1940 with respect to the
authority of closed-end companies to invest in private funds.
_______________________________________________________________________
IN THE HOUSE OF REPRESENTATIVES
May 14, 2025
Mrs. Wagner (for herself, Mr. Meeks, Mr. Torres of New York, Mr. David
Scott of Georgia, and Mr. Sessions) introduced the following bill;
which was referred to the Committee on Financial Services
_______________________________________________________________________
A BILL
To amend the Investment Company Act of 1940 with respect to the
authority of closed-end companies to invest in private funds.
Be it enacted by the Senate and House of Representatives of the
United States of America in Congress assembled,
SECTION 1. SHORT TITLE.
This Act may be cited as the ``Increasing Investor Opportunities
Act''.
SEC. 2. CLOSED-END COMPANY AUTHORITY TO INVEST IN PRIVATE FUNDS.
(a) In General.--Section 5 of the Investment Company Act of 1940
(15 U.S.C. 80a-5) is amended by adding at the end the following:
``(d) Closed-End Company Authority To Invest in Private Funds.--
``(1) In general.--Except as otherwise prohibited or
restricted by this Act (or any rule issued under this Act), the
Commission may not prohibit or otherwise limit a closed-end
company from investing any or all of the assets of the closed-
end company in securities issued by private funds.
``(2) Other restrictions on commission authority.--Except
as otherwise prohibited or restricted by this Act (or any rule
issued under this Act), the Commission may not impose any
condition on, restrict, or otherwise limit--
``(A) the offer to sell, or the sale of, securities
issued by a closed-end company that invests, or
proposes to invest, in securities issued by private
funds; or
``(B) the listing of the securities of a closed-end
company described in subparagraph (A) on a national
securities exchange.
``(3) Unrelated restrictions.--The Commission may impose a
condition on, restrict, or otherwise limit an activity
described in paragraph (1) or subparagraph (A) or (B) of
paragraph (2) if that condition, restriction, or limitation is
unrelated to the underlying characteristics of a private fund
or the status of a private fund as a private fund.
``(4) Application.--Notwithstanding section 6(f), this
subsection shall also apply to a closed-end company that elects
to be treated as a business development company pursuant to
section 54.''.
(b) Definition of Private Fund.--Section 2(a) of the Investment
Company Act of 1940 (15 U.S.C. 80a-2(a)) is amended by adding at the
end the following:
``(55) The term `private fund' has the meaning given in
section 202(a) of the Investment Advisers Act of 1940 (15
U.S.C. 80b-2(a)).''.
(c) Treatment by National Securities Exchanges.--Section 6 of the
Securities Exchange Act of 1934 (15 U.S.C. 78f) is amended by adding at
the end the following:
``(m)(1) Except as otherwise prohibited or restricted by rules of
the exchange that are consistent with section 5(d) of the Investment
Company Act of 1940 (15 U.S.C. 80a-5(d)), an exchange may not prohibit,
condition, restrict, or impose any other limitation on the listing or
trading of the securities of a closed-end company when the closed-end
company invests, or may invest, some or all of the assets of the
closed-end company in securities issued by private funds.
``(2) In this subsection--
``(A) the term `closed-end company'--
``(i) has the meaning given the term in section
5(a) of the Investment Company Act of 1940 (15 U.S.C.
80a-5(a)); and
``(ii) includes a closed-end company that elects to
be treated as a business development company pursuant
to section 54 of the Investment Company Act of 1940 (15
U.S.C. 80a-53); and
``(B) the term `private fund' has the meaning given in
section 202(a) of the Investment Advisers Act of 1940 (15
U.S.C. 80b-2(a)).''.
(d) Investment Limitation.--Section 3(c) of the Investment Company
Act of 1940 (15 U.S.C. 80a-3(c)) is amended--
(1) in paragraph (1), in the matter preceding subparagraph
(A), in the second sentence, by striking ``subparagraphs (A)(i)
and (B)(i)'' and inserting ``subparagraphs (A)(i), (B)(i), and
(C)''; and
(2) in paragraph (7)(D), by striking ``subparagraphs (A)(i)
and (B)(i)'' and inserting ``subparagraphs (A)(i), (B)(i), and
(C)''.
(e) Rules of Construction.--
(1) Nothing in this section or the amendments made by this
section may be construed to limit or amend any fiduciary duty
owed to a closed-end company (as defined in section 5(a)(2) of
the Investment Company Act of 1940 (15 U.S.C. 80a-5(a)(2))) or
by an investment adviser (as defined under section 2(a) of the
Investment Company Act of 1940 (15 U.S.C. 80a-2(a))) to a
closed-end company.
(2) Nothing in this section or the amendments made by this
section may be construed to limit or amend the valuation,
liquidity, or redemption requirements or obligations of a
closed-end company (as defined in section 5(a)(2) of the
Investment Company Act of 1940 (15 U.S.C. 80a-5(a)(2))) as
required by the Investment Company Act of 1940.
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