[Congressional Bills 118th Congress]
[From the U.S. Government Publishing Office]
[H.R. 2627 Reported in House (RH)]

<DOC>





                                                 Union Calendar No. 252
118th CONGRESS
  1st Session
                                H. R. 2627

                          [Report No. 118-312]

To amend the Investment Company Act of 1940 to prohibit limitations on 
    closed-end companies investing in private funds, and for other 
                               purposes.


_______________________________________________________________________


                    IN THE HOUSE OF REPRESENTATIVES

                             April 13, 2023

Mrs. Wagner (for herself and Mr. Meeks) introduced the following bill; 
       which was referred to the Committee on Financial Services

                           December 12, 2023

    Additional sponsors: Mr. Torres of New York, Mr. David Scott of 
                        Georgia, and Mr. Nickel

                           December 12, 2023

  Reported with an amendment, committed to the Committee of the Whole 
       House on the State of the Union, and ordered to be printed
 [Strike out all after the enacting clause and insert the part printed 
                               in italic]
 [For text of introduced bill, see copy of bill as introduced on April 
                               13, 2023]


_______________________________________________________________________

                                 A BILL


 
To amend the Investment Company Act of 1940 to prohibit limitations on 
    closed-end companies investing in private funds, and for other 
                               purposes.


 


    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.--
                    ``(A) In general.--Except as otherwise prohibited 
                or restricted by this Act (or any rule issued under 
                this Act) or to the extent permitted by subparagraph 
                (B), the Commission may not impose any condition on, 
                restrict, or otherwise limit--
                            ``(i) 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
                            ``(ii) the listing of the securities of a 
                        closed-end company described in clause (i) on a 
                        national securities exchange.
                    ``(B) Unrelated restrictions.--The Commission may 
                impose a condition on, restrict, or otherwise limit an 
                activity described in clause (i) or (ii) of 
                subparagraph (A) 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.
            ``(3) 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 paragraph--
            ``(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 the 
        term in section 2(a) of the Investment Company Act of 1940 (15 
        U.S.C. 80a-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 Act or the amendments made by this Act 
        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 Act or the amendments made by this Act 
        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.
                                                 Union Calendar No. 252

118th CONGRESS

  1st Session

                               H. R. 2627

                          [Report No. 118-312]

_______________________________________________________________________

                                 A BILL

To amend the Investment Company Act of 1940 to prohibit limitations on 
    closed-end companies investing in private funds, and for other 
                               purposes.

_______________________________________________________________________

                           December 12, 2023

  Reported with an amendment, committed to the Committee of the Whole 
       House on the State of the Union, and ordered to be printed