[Congressional Record Volume 164, Number 120 (Tuesday, July 17, 2018)]
[House]
[Pages H6295-H6312]
From the Congressional Record Online through the Government Publishing Office [www.gpo.gov]




                JOBS AND INVESTOR CONFIDENCE ACT OF 2018

  Mr. HENSARLING. Mr. Speaker, I move to suspend the rules and pass the 
bill (S. 488) to increase the threshold for disclosures required by the 
Securities and Exchange Commission relating to compensatory benefit 
plans, and for other purposes, as amended.
  The Clerk read the title of the bill.
  The text of the bill is as follows:

                                 S. 488

       Be it enacted by the Senate and House of Representatives of 
     the United States of America in Congress assembled,

     SECTION 1. SHORT TITLE; TABLE OF CONTENTS.

       (a) Short Title.--This Act may be cited as the ``JOBS and 
     Investor Confidence Act of 2018''.
       (b) Table of Contents.--The table of contents for this Act 
     is as follows:

Sec. 1. Short title; table of contents.

               TITLE I--HELPING ANGELS LEAD OUR STARTUPS

Sec. 101. Definition of angel investor group.
Sec. 102. Clarification of general solicitation.

                 TITLE II--CREDIT ACCESS AND INCLUSION

Sec. 201. Positive credit reporting permitted.

 TITLE III--SMALL BUSINESS MERGERS, ACQUISITIONS, SALES, AND BROKERAGE 
                             SIMPLIFICATION

Sec. 301. Registration exemption for merger and acquisition brokers.
Sec. 302. Effective date.

    TITLE IV--FAIR INVESTMENT OPPORTUNITIES FOR PROFESSIONAL EXPERTS

Sec. 401. Definition of accredited investor.

                     TITLE V--FOSTERING INNOVATION

Sec. 501. Temporary exemption for low-revenue issuers.

              TITLE VI--END BANKING FOR HUMAN TRAFFICKERS

Sec. 601. Increasing the role of the financial industry in combating 
              human trafficking.
Sec. 602. Coordination of human trafficking issues by the Office of 
              Terrorism and Financial Intelligence.
Sec. 603. Additional reporting requirement under the Trafficking 
              Victims Protection Act of 2000.
Sec. 604. Minimum standards for the elimination of trafficking.

                  TITLE VII--INVESTING IN MAIN STREET

Sec. 701. Investment in small business investment companies.

              TITLE VIII--EXCHANGE REGULATORY IMPROVEMENT

Sec. 801. Findings.
Sec. 802. Facility defined.

                 TITLE IX--ENCOURAGING PUBLIC OFFERINGS

Sec. 901. Expanding testing the waters and confidential submissions.

              TITLE X--FAMILY OFFICE TECHNICAL CORRECTION

Sec. 1001. Accredited investor clarification.

      TITLE XI--EXPANDING ACCESS TO CAPITAL FOR RURAL JOB CREATORS

Sec. 1101. Access to capital for rural-area small businesses.

        TITLE XII--FINANCIAL INSTITUTION LIVING WILL IMPROVEMENT

Sec. 1201. Living will reforms.

      TITLE XIII--PREVENTION OF PRIVATE INFORMATION DISSEMINATION

Sec. 1301. Criminal penalty for unauthorized disclosures.

              TITLE XIV--INTERNATIONAL INSURANCE STANDARDS

Sec. 1401. Short title.
Sec. 1402. Congressional findings.
Sec. 1403. Requirement that insurance standards reflect United States 
              policy.
Sec. 1404. State insurance regulator involvement in international 
              standard setting.
Sec. 1405. Consultation with Congress.
Sec. 1406. Report to Congress on international insurance agreements.
Sec. 1407. Covered agreements.
Sec. 1408. Inapplicability to trade agreements.

      TITLE XV--ALLEVIATING STRESS TEST BURDENS TO HELP INVESTORS

Sec. 1501. Stress test relief for nonbanks.

      TITLE XVI--NATIONAL STRATEGY FOR COMBATING THE FINANCING OF 
                  TRANSNATIONAL CRIMINAL ORGANIZATIONS

Sec. 1601. National strategy.
Sec. 1602. Contents of national strategy.
Sec. 1603. Definitions.

          TITLE XVII--COMMON SENSE CREDIT UNION CAPITAL RELIEF

Sec. 1701. Delay in effective date.

                 TITLE XVIII--OPTIONS MARKETS STABILITY

Sec. 1801. Rulemaking.
Sec. 1802. Report to Congress.

      TITLE XIX--COOPERATE WITH LAW ENFORCEMENT AGENCIES AND WATCH

Sec. 1901. Safe harbor with respect to keep open letters.

                      TITLE XX--MAIN STREET GROWTH

Sec. 2001. Venture exchanges.

          TITLE XXI--BUILDING UP INDEPENDENT LIVES AND DREAMS

Sec. 2101. Mortgage loan transaction disclosure requirements.

           TITLE XXII--MODERNIZING DISCLOSURES FOR INVESTORS

Sec. 2201. Form 10-Q analysis.

       TITLE XXIII--FIGHT ILLICIT NETWORKS AND DETECT TRAFFICKING

Sec. 2301. Findings.
Sec. 2302. GAO Study.

   TITLE XXIV--IMPROVING INVESTMENT RESEARCH FOR SMALL AND EMERGING 
                                ISSUERS

Sec. 2401. Research study.

       TITLE XXV--DEVELOPING AND EMPOWERING OUR ASPIRING LEADERS

Sec. 2501. Definitions.

          TITLE XXVI--EXPANDING INVESTMENT IN SMALL BUSINESSES

Sec. 2601. SEC study.

  TITLE XXVII--PROMOTING TRANSPARENT STANDARDS FOR CORPORATE INSIDERS

Sec. 2701. SEC study.

  TITLE XXVIII--INVESTMENT ADVISER REGULATORY FLEXIBILITY IMPROVEMENT

Sec. 2801. Definition of small business of small organization.

          TITLE XXIX--ENHANCING MULTI-CLASS SHARE DISCLOSURES

Sec. 2901. Disclosure Relating to Multi-Class Share Structures.

             TITLE XXX--NATIONAL SENIOR INVESTOR INITIATIVE

Sec. 3001. Senior Investor Taskforce.
Sec. 3002. GAO study.

            TITLE XXXI--MIDDLE MARKET IPO UNDERWRITING COST

Sec. 3101. Study on IPO fees.

                  TITLE XXXII--CROWDFUNDING AMENDMENTS

Sec. 3201. Crowdfunding vehicles.
Sec. 3202. Crowdfunding exemption from registration.

               TITLE I--HELPING ANGELS LEAD OUR STARTUPS

     SEC. 101. DEFINITION OF ANGEL INVESTOR GROUP.

       As used in this title, the term ``angel investor group'' 
     means any group that--
       (1) is composed of accredited investors interested in 
     investing personal capital in early-stage companies;
       (2) holds regular meetings and has defined processes and 
     procedures for making investment decisions, either 
     individually or among the membership of the group as a whole; 
     and
       (3) is neither associated nor affiliated with brokers, 
     dealers, or investment advisers.

     SEC. 102. CLARIFICATION OF GENERAL SOLICITATION.

       (a) In General.--Not later than 6 months after the date of 
     enactment of this Act, the Securities and Exchange Commission 
     shall revise Regulation D of its rules (17 C.F.R. 230.500 et 
     seq.) to require that in carrying out the prohibition against 
     general solicitation or general advertising contained in 
     section 230.502(c) of title 17, Code of Federal Regulations, 
     the prohibition shall not apply to a presentation or other 
     communication made by or on behalf of an issuer which is made 
     at an event--
       (1) sponsored by--
       (A) the United States or any territory thereof, by the 
     District of Columbia, by any State, by a political 
     subdivision of any State or territory, or by any agency or 
     public instrumentality of any of the foregoing;
       (B) a college, university, or other institution of higher 
     education;
       (C) a nonprofit organization;
       (D) an angel investor group;
       (E) a venture forum, venture capital association, or trade 
     association; or
       (F) any other group, person or entity as the Securities and 
     Exchange Commission may determine by rule;
       (2) where any advertising for the event does not reference 
     any specific offering of securities by the issuer;
       (3) the sponsor of which--

[[Page H6296]]

       (A) does not make investment recommendations or provide 
     investment advice to event attendees;
       (B) does not engage in an active role in any investment 
     negotiations between the issuer and investors attending the 
     event;
       (C) does not charge event attendees any fees other than 
     administrative fees;
       (D) does not receive any compensation for making 
     introductions between investors attending the event and 
     issuers, or for investment negotiations between such parties;
       (E) makes readily available to attendees a disclosure not 
     longer than 1 page in length, as prescribed by the Securities 
     and Exchange Commission, describing the nature of the event 
     and the risks of investing in the issuers presenting at the 
     event; and
       (F) does not receive any compensation with respect to such 
     event that would require registration of the sponsor as a 
     broker or a dealer under the Securities Exchange Act of 1934, 
     or as an investment advisor under the Investment Advisers Act 
     of 1940; and
       (4) where no specific information regarding an offering of 
     securities by the issuer is communicated or distributed by or 
     on behalf of the issuer, other than--
       (A) that the issuer is in the process of offering 
     securities or planning to offer securities;
       (B) the type and amount of securities being offered;
       (C) the amount of securities being offered that have 
     already been subscribed for; and
       (D) the intended use of proceeds of the offering.
       (b) Rule of Construction.--Subsection (a) may only be 
     construed as requiring the Securities and Exchange Commission 
     to amend the requirements of Regulation D with respect to 
     presentations and communications, and not with respect to 
     purchases or sales.
       (c) No Pre-existing Substantive Relationship by Reason of 
     Event.--Attendance at an event described under subsection (a) 
     shall not qualify, by itself, as establishing a pre-existing 
     substantive relationship between an issuer and a purchaser, 
     for purposes of Rule 506(b).
       (d) Definition of Issuer.--For purposes of this section and 
     the revision of rules required under this section, the term 
     ``issuer'' means an issuer that is a business, is not in 
     bankruptcy or receivership, is not an investment company, and 
     is not a blank check, blind pool, or shell company.

                 TITLE II--CREDIT ACCESS AND INCLUSION

     SEC. 201. POSITIVE CREDIT REPORTING PERMITTED.

       (a) In General.--Section 623 of the Fair Credit Reporting 
     Act (15 U.S.C. 1681s-2) is amended by adding at the end the 
     following new subsection:
       ``(f) Full-File Credit Reporting.--
       ``(1) In general.--Subject to the limitations in paragraphs 
     (2) through (4) and notwithstanding any other provision of 
     law, a person or the Secretary of Housing and Urban 
     Development may furnish to a consumer reporting agency 
     information relating to the performance of a consumer in 
     making payments--
       ``(A) under a lease agreement with respect to a dwelling, 
     including such a lease in which the Department of Housing and 
     Urban Development provides subsidized payments for occupancy 
     in a dwelling; or
       ``(B) pursuant to a contract for a utility or 
     telecommunications service.
       ``(2) Limitation.--Information about a consumer's usage of 
     any utility services provided by a utility or 
     telecommunication firm may be furnished to a consumer 
     reporting agency only to the extent that such information 
     relates to payment by the consumer for the services of such 
     utility or telecommunication service or other terms of the 
     provision of the services to the consumer, including any 
     deposit, discount, or conditions for interruption or 
     termination of the services.
       ``(3) Payment plan.--An energy utility firm, telephone 
     company, or wireless provider may not report payment 
     information to a consumer reporting agency with respect to an 
     outstanding balance of a consumer as late if--
       ``(A) the energy utility firm, telephone company, or 
     wireless provider and the consumer have entered into a 
     payment plan (including a deferred payment agreement, an 
     arrearage management program, or a debt forgiveness program) 
     with respect to such outstanding balance; and
       ``(B) the consumer is meeting the obligations of the 
     payment plan, as determined by the energy utility firm, 
     telephone company, or wireless provider.
       ``(4) Relation to state law.--Notwithstanding section 625, 
     this subsection shall not preempt any law of a State with 
     respect to furnishing to a consumer reporting agency 
     information relating to the performance of a consumer in 
     making payments pursuant to a contract for a utility or 
     telecommunications service.
       ``(5) Definitions.--In this subsection, the following 
     definitions shall apply:
       ``(A) Energy utility firm.--The term `energy utility firm' 
     means an entity that provides gas or electric utility 
     services to the public.
       ``(B) Utility or telecommunication firm.--The term `utility 
     or telecommunication firm' means an entity that provides 
     utility services to the public through pipe, wire, landline, 
     wireless, cable, or other connected facilities, or radio, 
     electronic, or similar transmission (including the extension 
     of such facilities).''.
       (b) Limitation on Liability.--Section 623(c) of the 
     Consumer Credit Protection Act (15 U.S.C. 1681s-2(c)) is 
     amended--
       (1) in paragraph (2), by striking ``or'' at the end;
       (2) by redesignating paragraph (3) as paragraph (4); and
       (3) by inserting after paragraph (2) the following new 
     paragraph:
       ``(3) subsection (f) of this section, including any 
     regulations issued thereunder; or''.
       (c) HUD Rulemaking.--Not later than the end of the 8-month 
     period following the date of the enactment of this Act, the 
     Secretary of Housing and Urban Development shall issue 
     regulations directing public housing agencies to develop 
     procedures and capacity to--
       (1) ensure the complete and accurate reporting of data 
     regarding tenants of public housing and families assisted 
     under section 8 of the United States Housing Act of 1937 (42 
     U.S.C. 1437f) when furnishing information to a consumer 
     reporting agency pursuant to section 623(f) of the Fair 
     Credit Reporting Act; and
       (2) handle complaints with respect to such reporting.
       (d) GAO Study and Report.--Not later than 2 years after the 
     date that final rules are issued pursuant to subsection (c), 
     the Comptroller General of the United States shall submit to 
     Congress a report on the impact of furnishing information 
     pursuant to subsection (f) of section 623 of the Fair Credit 
     Reporting Act (15 U.S.C. 1681s-2) (as added by this section) 
     on consumers.
       (e) Applicability.--The amendment by subsection (a) shall 
     not apply to a consumer in connection with a lease in which 
     the Department of Housing and Urban Development provides 
     subsidized payments for occupancy in a dwelling until the 
     date on which final rules are issued pursuant to subsection 
     (c).

 TITLE III--SMALL BUSINESS MERGERS, ACQUISITIONS, SALES, AND BROKERAGE 
                             SIMPLIFICATION

     SEC. 301. REGISTRATION EXEMPTION FOR MERGER AND ACQUISITION 
                   BROKERS.

       Section 15(b) of the Securities Exchange Act of 1934 (15 
     U.S.C. 78o(b)) is amended by adding at the end the following:
       ``(13) Registration exemption for merger and acquisition 
     brokers.--
       ``(A) In general.--Except as provided in subparagraph (B), 
     an M&A broker shall be exempt from registration under this 
     section.
       ``(B) Excluded activities.--An M&A broker is not exempt 
     from registration under this paragraph if such broker does 
     any of the following:
       ``(i) Directly or indirectly, in connection with the 
     transfer of ownership of an eligible privately held company, 
     receives, holds, transmits, or has custody of the funds or 
     securities to be exchanged by the parties to the transaction.
       ``(ii) Engages on behalf of an issuer in a public offering 
     of any class of securities that is registered, or is required 
     to be registered, with the Commission under section 12 or 
     with respect to which the issuer files, or is required to 
     file, periodic information, documents, and reports under 
     subsection (d).
       ``(iii) Engages on behalf of any party in a transaction 
     involving a shell company, other than a business combination 
     related shell company.
       ``(iv) Directly, or indirectly through any of its 
     affiliates, provides financing related to the transfer of 
     ownership of an eligible privately held company.
       ``(v) Assists any party to obtain financing from an 
     unaffiliated third party without--

       ``(I) complying with all other applicable laws in 
     connection with such assistance, including, if applicable, 
     Regulation T (12 C.F.R. 220 et seq.); and
       ``(II) disclosing any compensation in writing to the party.

       ``(vi) Represents both the buyer and the seller in the same 
     transaction without providing clear written disclosure as to 
     the parties the broker represents and obtaining written 
     consent from both parties to the joint representation.
       ``(vii) Facilitates a transaction with a group of buyers 
     formed with the assistance of the M&A broker to acquire the 
     eligible privately held company.
       ``(viii) Engages in a transaction involving the transfer of 
     ownership of an eligible privately held company to a passive 
     buyer or group of passive buyers. For purposes of the 
     preceding sentence, a buyer that is actively involved in 
     managing the acquired company is not a passive buyer, 
     regardless of whether such buyer is itself owned by passive 
     beneficial owners.
       ``(ix) Binds a party to a transfer of ownership of an 
     eligible privately held company.
       ``(C) Disqualifications.--An M&A broker is not exempt from 
     registration under this paragraph if such broker is subject 
     to--
       ``(i) suspension or revocation of registration under 
     paragraph (4);
       ``(ii) a statutory disqualification described in section 
     3(a)(39);
       ``(iii) a disqualification under the rules adopted by the 
     Commission under section 926 of the Investor Protection and 
     Securities Reform Act of 2010 (15 U.S.C. 77d note); or
       ``(iv) a final order described in paragraph (4)(H).
       ``(D) Rule of construction.--Nothing in this paragraph 
     shall be construed to limit any other authority of the 
     Commission to exempt any person, or any class of persons, 
     from any provision of this title, or from any

[[Page H6297]]

     provision of any rule or regulation thereunder.
       ``(E) Definitions.--In this paragraph:
       ``(i) Business combination related shell company.--The term 
     `business combination related shell company' means a shell 
     company that is formed by an entity that is not a shell 
     company--

       ``(I) solely for the purpose of changing the corporate 
     domicile of that entity solely within the United States; or
       ``(II) solely for the purpose of completing a business 
     combination transaction (as defined under section 230.165(f) 
     of title 17, Code of Federal Regulations) among one or more 
     entities other than the company itself, none of which is a 
     shell company.

       ``(ii) Control.--The term `control' means the power, 
     directly or indirectly, to direct the management or policies 
     of a company, whether through ownership of securities, by 
     contract, or otherwise. There is a presumption of control for 
     any person who--

       ``(I) is a director, general partner, member or manager of 
     a limited liability company, or corporate officer of a 
     corporation or limited liability company, and exercises 
     executive responsibility (or has similar status or 
     functions);
       ``(II) has the right to vote 25 percent or more of a class 
     of voting securities or the power to sell or direct the sale 
     of 25 percent or more of a class of voting securities; or
       ``(III) in the case of a partnership or limited liability 
     company, has the right to receive upon dissolution, or has 
     contributed, 25 percent or more of the capital.

       ``(iii) Eligible privately held company.--The term 
     `eligible privately held company' means a privately held 
     company that meets both of the following conditions:

       ``(I) The company does not have any class of securities 
     registered, or required to be registered, with the Commission 
     under section 12 or with respect to which the company files, 
     or is required to file, periodic information, documents, and 
     reports under subsection (d).
       ``(II) In the fiscal year ending immediately before the 
     fiscal year in which the services of the M&A broker are 
     initially engaged with respect to the securities transaction, 
     the company meets either or both of the following conditions 
     (determined in accordance with the historical financial 
     accounting records of the company):

       ``(aa) The earnings of the company before interest, taxes, 
     depreciation, and amortization are less than $25,000,000.
       ``(bb) The gross revenues of the company are less than 
     $250,000,000.

     For purposes of this subclause, the Commission may by rule 
     modify the dollar figures if the Commission determines that 
     such a modification is necessary or appropriate in the public 
     interest or for the protection of investors.

       ``(iv) M&A broker.--The term `M&A broker' means a broker, 
     and any person associated with a broker, engaged in the 
     business of effecting securities transactions solely in 
     connection with the transfer of ownership of an eligible 
     privately held company, regardless of whether the broker acts 
     on behalf of a seller or buyer, through the purchase, sale, 
     exchange, issuance, repurchase, or redemption of, or a 
     business combination involving, securities or assets of the 
     eligible privately held company, if the broker reasonably 
     believes that--

       ``(I) upon consummation of the transaction, any person 
     acquiring securities or assets of the eligible privately held 
     company, acting alone or in concert, will control and, 
     directly or indirectly, will be active in the management of 
     the eligible privately held company or the business conducted 
     with the assets of the eligible privately held company; and
       ``(II) if any person is offered securities in exchange for 
     securities or assets of the eligible privately held company, 
     such person will, prior to becoming legally bound to 
     consummate the transaction, receive or have reasonable access 
     to the most recent fiscal year-end financial statements of 
     the issuer of the securities as customarily prepared by the 
     management of the issuer in the normal course of operations 
     and, if the financial statements of the issuer are audited, 
     reviewed, or compiled, any related statement by the 
     independent accountant, a balance sheet dated not more than 
     120 days before the date of the offer, and information 
     pertaining to the management, business, results of operations 
     for the period covered by the foregoing financial statements, 
     and material loss contingencies of the issuer.

       ``(v) Shell company.--The term `shell company' means a 
     company that at the time of a transaction with an eligible 
     privately held company--

       ``(I) has no or nominal operations; and
       ``(II) has--

       ``(aa) no or nominal assets;
       ``(bb) assets consisting solely of cash and cash 
     equivalents; or
       ``(cc) assets consisting of any amount of cash and cash 
     equivalents and nominal other assets.
       ``(F) Inflation adjustment.--
       ``(i) In general.--On the date that is 5 years after the 
     date of the enactment of this paragraph, and every 5 years 
     thereafter, each dollar amount in subparagraph (E)(ii)(II) 
     shall be adjusted by--

       ``(I) dividing the annual value of the Employment Cost 
     Index For Wages and Salaries, Private Industry Workers (or 
     any successor index), as published by the Bureau of Labor 
     Statistics, for the calendar year preceding the calendar year 
     in which the adjustment is being made by the annual value of 
     such index (or successor) for the calendar year ending 
     December 31, 2012; and
       ``(II) multiplying such dollar amount by the quotient 
     obtained under subclause (I).

       ``(ii) Rounding.--Each dollar amount determined under 
     clause (i) shall be rounded to the nearest multiple of 
     $100,000.''.

     SEC. 302. EFFECTIVE DATE.

       The amendment made by this title shall take effect on the 
     date that is 90 days after the date of the enactment of this 
     Act.

    TITLE IV--FAIR INVESTMENT OPPORTUNITIES FOR PROFESSIONAL EXPERTS

     SEC. 401. DEFINITION OF ACCREDITED INVESTOR.

       (a) In General.--Section 2(a)(15) of the Securities Act of 
     1933 (15 U.S.C. 77b(a)(15) is amended--
       (1) by redesignating clauses (i) and (ii) as subparagraphs 
     (A) and (F), respectively; and
       (2) in subparagraph (A) (as so redesignated), by striking 
     ``; or'' and inserting a semicolon, and inserting after such 
     subparagraph the following:
       ``(B) any natural person whose individual net worth, or 
     joint net worth with that person's spouse, exceeds $1,000,000 
     (which amount, along with the amounts set forth in 
     subparagraph (C), shall be adjusted for inflation by the 
     Commission every 5 years to the nearest $10,000 to reflect 
     the change in the Consumer Price Index for All Urban 
     Consumers published by the Bureau of Labor Statistics) where, 
     for purposes of calculating net worth under this 
     subparagraph--
       ``(i) the person's primary residence shall not be included 
     as an asset;
       ``(ii) indebtedness that is secured by the person's primary 
     residence, up to the estimated fair market value of the 
     primary residence at the time of the sale of securities, 
     shall not be included as a liability (except that if the 
     amount of such indebtedness outstanding at the time of sale 
     of securities exceeds the amount outstanding 60 days before 
     such time, other than as a result of the acquisition of the 
     primary residence, the amount of such excess shall be 
     included as a liability); and
       ``(iii) indebtedness that is secured by the person's 
     primary residence in excess of the estimated fair market 
     value of the primary residence at the time of the sale of 
     securities shall be included as a liability;
       ``(C) any natural person who had an individual income in 
     excess of $200,000 in each of the 2 most recent years or 
     joint income with that person's spouse in excess of $300,000 
     in each of those years and has a reasonable expectation of 
     reaching the same income level in the current year;
       ``(D) any natural person who is currently licensed or 
     registered as a broker or investment adviser by the 
     Commission, the Financial Industry Regulatory Authority, or 
     an equivalent self-regulatory organization (as defined in 
     section 3(a)(26) of the Securities Exchange Act of 1934), or 
     the securities division of a State or the equivalent State 
     division responsible for licensing or registration of 
     individuals in connection with securities activities;
       ``(E) any natural person the Commission determines, by 
     regulation, to have demonstrable education or job experience 
     to qualify such person as having professional knowledge of a 
     subject related to a particular investment, and whose 
     education or job experience is verified by the Financial 
     Industry Regulatory Authority or an equivalent self-
     regulatory organization (as defined in section 3(a)(26) of 
     the Securities Exchange Act of 1934); or''.
       (b) Rulemaking.--The Commission shall revise the definition 
     of accredited investor under Regulation D (17 C.F.R. 230.501 
     et seq.) to conform with the amendments made by subsection 
     (a).

                     TITLE V--FOSTERING INNOVATION

     SEC. 501. TEMPORARY EXEMPTION FOR LOW-REVENUE ISSUERS.

       Section 404 of the Sarbanes-Oxley Act of 2002 (15 U.S.C. 
     7262) is amended by adding at the end the following:
       ``(d) Temporary Exemption for Low-Revenue Issuers.--
       ``(1) Low-revenue exemption.--Subsection (b) shall not 
     apply with respect to an audit report prepared for an issuer 
     that--
       ``(A) ceased to be an emerging growth company on the last 
     day of the fiscal year of the issuer following the fifth 
     anniversary of the date of the first sale of common equity 
     securities of the issuer pursuant to an effective 
     registration statement under the Securities Act of 1933;
       ``(B) had average annual gross revenues of less than 
     $50,000,000 as of its most recently completed fiscal year; 
     and
       ``(C) is not a large accelerated filer.
       ``(2) Expiration of temporary exemption.--An issuer ceases 
     to be eligible for the exemption described under paragraph 
     (1) at the earliest of--
       ``(A) the last day of the fiscal year of the issuer 
     following the tenth anniversary of the date of the first sale 
     of common equity securities of the issuer pursuant to an 
     effective registration statement under the Securities Act of 
     1933;
       ``(B) the last day of the fiscal year of the issuer during 
     which the average annual gross revenues of the issuer exceed 
     $50,000,000; or
       ``(C) the date on which the issuer becomes a large 
     accelerated filer.
       ``(3) Definitions.--For purposes of this subsection:
       ``(A) Average annual gross revenues.--The term `average 
     annual gross revenues'

[[Page H6298]]

     means the total gross revenues of an issuer over its most 
     recently completed three fiscal years divided by three.
       ``(B) Emerging growth company.--The term `emerging growth 
     company' has the meaning given such term under section 3 of 
     the Securities Exchange Act of 1934 (15 U.S.C. 78c).
       ``(C) Large accelerated filer.--The term `large accelerated 
     filer' has the meaning given that term under section 240.12b-
     2 of title 17, Code of Federal Regulations, or any successor 
     thereto.''.

              TITLE VI--END BANKING FOR HUMAN TRAFFICKERS

     SEC. 601. INCREASING THE ROLE OF THE FINANCIAL INDUSTRY IN 
                   COMBATING HUMAN TRAFFICKING.

       (a) Treasury as a Member of the President's Interagency 
     Task Force To Monitor and Combat Trafficking.--Section 105(b) 
     of the Victims of Trafficking and Violence Protection Act of 
     2000 (22 U.S.C. 7103(b)) is amended by inserting ``the 
     Secretary of the Treasury,'' after ``the Secretary of 
     Education,''.
       (b) Required Review of Procedures.--Not later than 180 days 
     after the date of the enactment of this Act, the Financial 
     Institutions Examination Council, in consultation with the 
     Secretary of the Treasury, the private sector, and 
     appropriate law enforcement agencies, shall--
       (1) review and enhance training and examinations procedures 
     to improve the capabilities of anti-money laundering and 
     countering the financing of terrorism programs to detect 
     financial transactions relating to severe forms of 
     trafficking in persons;
       (2) review and enhance procedures for referring potential 
     cases relating to severe forms of trafficking in persons to 
     the appropriate law enforcement agency; and
       (3) determine, as appropriate, whether requirements for 
     financial institutions are sufficient to detect and deter 
     money laundering relating to severe forms of trafficking in 
     persons.
       (c) Interagency Task Force Recommendations Targeting Money 
     Laundering Related to Human Trafficking.--
       (1) In general.--Not later than 270 days after the date of 
     the enactment of this Act, the Interagency Task Force to 
     Monitor and Combat Trafficking shall submit to the Committee 
     on Financial Services and the Committee on the Judiciary of 
     the House of Representatives, the Committee on Banking, 
     Housing, and Urban Affairs and the Committee on the Judiciary 
     of the Senate, and the head of each appropriate Federal 
     banking agency--
       (A) an analysis of anti-money laundering efforts of the 
     United States Government and United States financial 
     institutions relating to severe forms of trafficking in 
     persons; and
       (B) appropriate legislative, administrative, and other 
     recommendations to strengthen efforts against money 
     laundering relating to severe forms of trafficking in 
     persons.
       (2) Required recommendations.--The recommendations under 
     paragraph (1) shall include--
       (A) feedback from financial institutions on best practices 
     of successful programs to combat severe forms of trafficking 
     in persons currently in place that may be suitable for 
     broader adoption by similarly situated financial 
     institutions;
       (B) feedback from stakeholders, including victims of severe 
     forms of trafficking in persons and financial institutions, 
     on policy proposals derived from the analysis conducted by 
     the task force referred to in paragraph (1) that would 
     enhance the efforts and programs of financial institutions to 
     detect and deter money laundering relating to severe forms of 
     trafficking in persons, including any recommended changes to 
     internal policies, procedures, and controls relating to 
     severe forms of trafficking in persons;
       (C) any recommended changes to training programs at 
     financial institutions to better equip employees to deter and 
     detect money laundering relating to severe forms of 
     trafficking in persons;
       (D) any recommended changes to expand information sharing 
     relating to severe forms of trafficking in persons among 
     financial institutions and between such financial 
     institutions, appropriate law enforcement agencies, and 
     appropriate Federal agencies; and
       (E) recommended changes, if necessary, to existing 
     statutory law to more effectively detect and deter money 
     laundering relating to severe forms of trafficking in 
     persons, where such money laundering involves the use of 
     emerging technologies and virtual currencies.
       (d) Limitation.--Nothing in this title shall be construed 
     to grant rulemaking authority to the Interagency Task Force 
     to Monitor and Combat Trafficking.
       (e) Definitions.--As used in this section--
       (1) the term ``appropriate Federal banking agency'' has the 
     meaning given the term in section 3(q) of the Federal Deposit 
     Insurance Act (12 U.S.C. 1813(q));
       (2) the term ``severe forms of trafficking in persons'' has 
     the meaning given such term in section 103 of the Trafficking 
     Victims Protection Act of 2000 (22 U.S.C. 7102);
       (3) the term ``Interagency Task Force to Monitor and Combat 
     Trafficking'' means the Interagency Task Force to Monitor and 
     Combat Trafficking established by the President pursuant to 
     section 105 of the Victims of Trafficking and Violence 
     Protection Act of 2000 (22 U.S.C. 7103); and
       (4) the term ``law enforcement agency'' means an agency of 
     the United States, a State, or a political subdivision of a 
     State, authorized by law or by a government agency to engage 
     in or supervise the prevention, detection, investigation, or 
     prosecution of any violation of criminal or civil law.

     SEC. 602. COORDINATION OF HUMAN TRAFFICKING ISSUES BY THE 
                   OFFICE OF TERRORISM AND FINANCIAL INTELLIGENCE.

       (a) Functions.--Section 312(a)(4) of title 31, United 
     States Code, is amended--
       (1) by redesignating subparagraphs (E), (F), and (G) as 
     subparagraphs (F), (G), and (H), respectively; and
       (2) by inserting after subparagraph (D) the following:
       ``(E) combating illicit financing relating to severe forms 
     of trafficking in persons;''.
       (b) Interagency Coordination.--Section 312(a) of title 31, 
     United States Code, is amended by adding at the end the 
     following:
       ``(8) Interagency coordination.--The Secretary of the 
     Treasury, after consultation with the Undersecretary for 
     Terrorism and Financial Crimes, shall designate an office 
     within the OTFI that shall coordinate efforts to combat the 
     illicit financing of severe forms of trafficking in persons 
     with--
       ``(A) other offices of the Department of the Treasury;
       ``(B) other Federal agencies, including--
       ``(i) the Office to Monitor and Combat Trafficking in 
     Persons of the Department of State; and
       ``(ii) the Interagency Task Force to Monitor and Combat 
     Trafficking;
       ``(C) State and local law enforcement agencies; and
       ``(D) foreign governments.''.
       (c) Definition.--Section 312(a) of title 31, United States 
     Code, as amended by this section, is further amended by 
     adding at the end the following:
       ``(9) Definition.--In this subsection, the term `severe 
     forms of trafficking in persons' has the meaning given such 
     term in section 103 of the Trafficking Victims Protection Act 
     of 2000 (22 U.S.C. 7102).''.

     SEC. 603. ADDITIONAL REPORTING REQUIREMENT UNDER THE 
                   TRAFFICKING VICTIMS PROTECTION ACT OF 2000.

       Section 105(d)(7) of the Trafficking Victims Protection Act 
     of 2000 (22 U.S.C. 7103(d)(7)) is amended--
       (1) in the matter preceding subparagraph (A)--
       (A) by inserting ``the Committee on Financial Services,'' 
     after ``the Committee on Foreign Affairs,''; and
       (B) by inserting ``the Committee on Banking, Housing, and 
     Urban Affairs,'' after ``the Committee on Foreign 
     Relations,'';
       (2) in subparagraph (Q)(vii), by striking ``; and'' and 
     inserting a semicolon;
       (3) in subparagraph (R), by striking the period at the end 
     and inserting ``; and''; and
       (4) by adding at the end the following:
       ``(S) the efforts of the United States to eliminate money 
     laundering relating to severe forms of trafficking in persons 
     and the number of investigations, arrests, indictments, and 
     convictions in money laundering cases with a nexus to severe 
     forms of trafficking in persons.''.

     SEC. 604. MINIMUM STANDARDS FOR THE ELIMINATION OF 
                   TRAFFICKING.

       Section 108(b) of the Trafficking Victims Protection Act of 
     2000 (22 U.S.C. 7106(b)) is amended by adding at the end the 
     following new paragraph:
       ``(13) Whether the government of the country, consistent 
     with the capacity of the country, has in effect a framework 
     to prevent financial transactions involving the proceeds of 
     severe forms of trafficking in persons, and is taking steps 
     to implement such a framework, including by investigating, 
     prosecuting, convicting, and sentencing individuals who 
     attempt or conduct such transactions.''.

                  TITLE VII--INVESTING IN MAIN STREET

     SEC. 701. INVESTMENT IN SMALL BUSINESS INVESTMENT COMPANIES.

       Section 302(b) of the Small Business Investment Act of 1958 
     (15 U.S.C. 682(b)) is amended--
       (1) in paragraph (1), by inserting before the period the 
     following: ``or, subject to the approval of the appropriate 
     Federal banking agency, 15 percent of such capital and 
     surplus'';
       (2) in paragraph (2), by inserting before the period the 
     following: ``or, subject to the approval of the appropriate 
     Federal banking agency, 15 percent of such capital and 
     surplus''; and
       (3) by adding at the end the following:
       ``(3) Appropriate federal banking agency defined.--For 
     purposes of this subsection, the term `appropriate Federal 
     banking agency' has the meaning given that term under section 
     3 of the Federal Deposit Insurance Act.''.

              TITLE VIII--EXCHANGE REGULATORY IMPROVEMENT

     SEC. 801. FINDINGS.

       The Congress finds the following:
       (1) Over time, national securities exchanges have expanded 
     their businesses beyond listings and trading to include the 
     sale of additional products and services to their members and 
     listed companies.
       (2) The Securities and Exchange Commission should be 
     transparent in its interpretation of the term ``facility'' in 
     section 3(a) of the Securities Exchange Act of 1934 (15 
     U.S.C. 78c(a)).

     SEC. 802. FACILITY DEFINED.

       (a) In General.--Not later than 360 days after the date of 
     enactment of this Act, the Securities and Exchange Commission 
     (the

[[Page H6299]]

     ``Commission'') shall adopt regulations to further interpret 
     the term ``facility'' under section 3(a) of the Securities 
     Exchange Act of 1934. Such regulations shall set forth the 
     facts and circumstances the Commission considers when 
     determining whether any premises or property, or the right to 
     use any premises, property, or service is or is not a 
     facility of an exchange.
       (b) Application to Proposed Rules.--The Commission shall 
     apply the facts and circumstances set forth in the 
     regulations issued pursuant to subsection (a) in determining 
     whether any proposed rule is or is not required to be 
     submitted as a proposed rule filing pursuant to section 19 of 
     the Securities Exchange Act of 1934 and the rules and 
     regulations issued thereunder.

                 TITLE IX--ENCOURAGING PUBLIC OFFERINGS

     SEC. 901. EXPANDING TESTING THE WATERS AND CONFIDENTIAL 
                   SUBMISSIONS.

       The Securities Act of 1933 (15 U.S.C. 77a et seq.) is 
     amended--
       (1) in section 5(d)--
       (A) by striking ``Notwithstanding'' and inserting the 
     following:
       ``(1) In general.--Notwithstanding'';
       (B) by striking ``an emerging growth company or any person 
     authorized to act on behalf of an emerging growth company'' 
     and inserting ``an issuer or any person authorized to act on 
     behalf of an issuer''; and
       (C) by adding at the end the following:
       ``(2) Additional requirements.--
       ``(A) In general.--The Commission may issue regulations, 
     subject to public notice and comment, to impose such other 
     terms, conditions, or requirements on the engaging in oral or 
     written communications described under paragraph (1) by an 
     issuer other than an emerging growth company as the 
     Commission determines appropriate.
       ``(B) Report to congress.--Prior to any rulemaking 
     described under subparagraph (A), the Commission shall issue 
     a report to the Congress containing a list of the findings 
     supporting the basis of such rulemaking.''; and
       (2) in section 6(e)--
       (A) in the heading, by striking ``Emerging Growth 
     Companies'' and inserting ``Draft Registration Statements'';
       (B) by redesignating paragraph (2) as paragraph (4); and
       (C) by striking paragraph (1) and inserting the following:
       ``(1) Prior to initial public offering.--Any issuer, prior 
     to its initial public offering date, may confidentially 
     submit to the Commission a draft registration statement, for 
     confidential nonpublic review by the staff of the Commission 
     prior to public filing, provided that the initial 
     confidential submission and all amendments thereto shall be 
     publicly filed with the Commission not later than 15 days 
     before the date on which the issuer conducts a road show (as 
     defined under section 230.433(h)(4) of title 17, Code of 
     Federal Regulations) or, in the absence of a road show, at 
     least 15 days prior to the requested effective date of the 
     registration statement.
       ``(2) Within 1 year after initial public offering or 
     exchange registration.--Any issuer, within the 1-year period 
     following its initial public offering or its registration of 
     a security under section 12(b) of the Securities Exchange Act 
     of 1934, may confidentially submit to the Commission a draft 
     registration statement, for confidential nonpublic review by 
     the staff of the Commission prior to public filing, provided 
     that the initial confidential submission and all amendments 
     thereto shall be publicly filed with the Commission by a date 
     and time prior to any requested effective date and time that 
     the Commission determines is appropriate to protect 
     investors.
       ``(3) Additional requirements.--
       ``(A) In general.--The Commission may issue regulations, 
     subject to public notice and comment, to impose such other 
     terms, conditions, or requirements on the submission of draft 
     registration statements described under this subsection by an 
     issuer other than an emerging growth company as the 
     Commission determines appropriate.
       ``(B) Report to congress.--Prior to any rulemaking 
     described under subparagraph (A), the Commission shall issue 
     a report to the Congress containing a list of the findings 
     supporting the basis of such rulemaking.''.

              TITLE X--FAMILY OFFICE TECHNICAL CORRECTION

     SEC. 1001. ACCREDITED INVESTOR CLARIFICATION.

       (a) In General.--Subject to subsection (b), any family 
     office or a family client of a family office, as defined in 
     section 275.202(a)(11)(G)-1 of title 17, Code of Federal 
     Regulations, shall be deemed to be an accredited investor, as 
     defined in Regulation D of the Securities and Exchange 
     Commission (or any successor thereto) under the Securities 
     Act of 1933.
       (b) Limitation.--Subsection (a) only applies to a family 
     office with assets under management in excess of $5,000,000, 
     and a family office or a family client not formed for the 
     specific purpose of acquiring the securities offered, and 
     whose purchase is directed by a person who has such knowledge 
     and experience in financial and business matters that such 
     person is capable of evaluating the merits and risks of the 
     prospective investment.

      TITLE XI--EXPANDING ACCESS TO CAPITAL FOR RURAL JOB CREATORS

     SEC. 1101. ACCESS TO CAPITAL FOR RURAL-AREA SMALL BUSINESSES.

       Section 4(j) of the Securities Exchange Act of 1934 (15 
     U.S.C. 78d(j)) is amended--
       (1) in paragraph(4)(C), by inserting ``rural-area small 
     businesses,'' after ``women-owned small businesses,''; and
       (2) in paragraph (6)(B)(iii), by inserting ``rural-area 
     small businesses,'' after ``women-owned small businesses,''.

        TITLE XII--FINANCIAL INSTITUTION LIVING WILL IMPROVEMENT

     SEC. 1201. LIVING WILL REFORMS.

       (a) In General.--Section 165(d) of the Dodd-Frank Wall 
     Street Reform and Consumer Protection Act (12 U.S.C. 5365(d)) 
     is amended--
       (1) in paragraph (1), by striking ``periodically'' and 
     inserting ``every 2 years''; and
       (2) in paragraph (3)--
       (A) by striking ``The Board'' and inserting the following:
       ``(A) In general.--The Board'';
       (B) by striking ``shall review'' and inserting the 
     following: ``shall--
       ``(i) review'';
       (C) by striking the period and inserting ``; and''; and
       (D) by adding at the end the following:
       ``(ii) not later than the end of the 6-month period 
     beginning on the date the company submits the resolution 
     plan, provide feedback to the company on such plan.
       ``(B) Disclosure of assessment framework.--The Board of 
     Governors and the Corporation shall publicly disclose the 
     assessment framework that is used to review information under 
     this paragraph.''.
       (b) Treatment of Other Resolution Plan Requirements.--
       (1) In general.--With respect to an appropriate Federal 
     banking agency that requires a banking organization to submit 
     to the agency a resolution plan not described under section 
     165(d) of the Dodd-Frank Wall Street Reform and Consumer 
     Protection Act--
       (A) the respective agency shall ensure that the review of 
     such resolution plan is consistent with the requirements 
     contained in the amendments made by this section;
       (B) the agency may not require the submission of such a 
     resolution plan more often than every 2 years; and
       (C) paragraphs (6) and (7) of such section 165(d) shall 
     apply to such a resolution plan.
       (2) Definitions.--For purposes of this subsection:
       (A) Appropriate federal banking agency.--The term 
     ``appropriate Federal banking agency''--
       (i) has the meaning given such term under section 3 of the 
     Federal Deposit Insurance Act; and
       (ii) means the National Credit Union Administration, in the 
     case of an insured credit union.
       (B) Banking organization.--The term ``banking 
     organization'' means--
       (i) an insured depository institution;
       (ii) an insured credit union;
       (iii) a depository institution holding company;
       (iv) a company that is treated as a bank holding company 
     for purposes of section 8 of the International Banking Act; 
     and
       (v) a U.S. intermediate holding company established by a 
     foreign banking organization pursuant to section 252.153 of 
     title 12, Code of Federal Regulations.
       (C) Insured credit union.--The term ``insured credit 
     union'' has the meaning given that term under section 101 of 
     the Federal Credit Union Act.
       (D) Other banking terms.--The terms ``depository 
     institution holding company'' and ``insured depository 
     institution'' have the meaning given those terms, 
     respectively, under section 3 of the Federal Deposit 
     Insurance Act.
       (c) Rule of Construction.--Nothing in this section, or any 
     amendment made by this section, shall be construed as 
     limiting the authority of an appropriate Federal banking 
     agency (as defined under subsection (b)(2)) to obtain 
     information from an institution in connection with such 
     agency's authority to examine or require reports from the 
     institution.

      TITLE XIII--PREVENTION OF PRIVATE INFORMATION DISSEMINATION

     SEC. 1301. CRIMINAL PENALTY FOR UNAUTHORIZED DISCLOSURES.

       Section 165 of the Financial Stability Act of 2010 (12 
     U.S.C. 5365) is amended by adding at the end the following:
       ``(l) Criminal Penalty for Unauthorized Disclosures.--
     Section 552a(i)(1) of title 5, United States Code, shall 
     apply to a determination made under subsection (d) or (i) 
     based on individually identifiable information submitted 
     pursuant to the requirements of this section to the same 
     extent as such section 552a(i)(1) applies to agency records 
     which contain individually identifiable information the 
     disclosure of which is prohibited by such section 552a or by 
     rules or regulations established thereunder.''.

              TITLE XIV--INTERNATIONAL INSURANCE STANDARDS

     SEC. 1401. SHORT TITLE.

       This title may be cited as the ``International Insurance 
     Standards Act of 2018''.

     SEC. 1402. CONGRESSIONAL FINDINGS.

       The Congress finds the following:
       (1) The State-based system for insurance regulation in the 
     United States has served American consumers well for more 
     than 150 years and has fostered an open and competitive 
     marketplace with a diversity of insurance products to the 
     benefit of policyholders and consumers.

[[Page H6300]]

       (2) Protecting policyholders by regulating to ensure an 
     insurer's ability to pay claims has been the hallmark of the 
     successful United States system and should be the paramount 
     objective of domestic prudential regulation and emerging 
     international standards.
       (3) The Dodd-Frank Wall Street Reform and Consumer 
     Protection Act (Public Law 111-203) reaffirmed the State-
     based insurance regulatory system.

     SEC. 1403. REQUIREMENT THAT INSURANCE STANDARDS REFLECT 
                   UNITED STATES POLICY.

       (a) Requirement.--
       (1) In general.--Parties representing the Federal 
     Government in any international regulatory, standard-setting, 
     or supervisory forum or in any negotiations of any 
     international agreements relating to the prudential aspects 
     of insurance shall not agree to, accede to, accept, or 
     establish any proposed agreement or standard if the proposed 
     agreement or standard fails to recognize the United States 
     system of insurance regulation as satisfying such proposals.
       (2) Inapplicability.--Paragraph (1) shall not apply to any 
     forum or negotiations relating to a covered agreement (as 
     such term is defined in section 313(r) of title 31, United 
     States Code).
       (b) Federal Insurance Office Functions.--Subparagraph (E) 
     of section 313(c)(1) of title 31, United States Code, is 
     amended by inserting ``Federal Government'' after ``United 
     States''.
       (c) Negotiations.--Nothing in this section shall be 
     construed to prevent participation in negotiations of any 
     proposed agreement or standard.

     SEC. 1404. STATE INSURANCE REGULATOR INVOLVEMENT IN 
                   INTERNATIONAL STANDARD SETTING.

       In developing international insurance standards pursuant to 
     section 1403, and throughout the negotiations of such 
     standards, parties representing the Federal Government shall, 
     on matters related to insurance, closely consult, coordinate 
     with, and seek to include in such meetings State insurance 
     commissioners or, at the option of the State insurance 
     commissioners, designees of the insurance commissioners 
     acting at their direction.

     SEC. 1405. CONSULTATION WITH CONGRESS.

       (a) Requirement.--Parties representing the Federal 
     Government with respect to any agreement under section 1403 
     shall provide written notice to and consult with the 
     Committee on Financial Services of the House of 
     Representatives and the Committee on Banking, Housing, and 
     Urban Affairs of the Senate, and any other relevant 
     committees of jurisdiction--
       (1) before initiating negotiations to enter into the 
     agreement, regarding--
       (A) the intention of the United States to participate in or 
     enter into such negotiations; and
       (B) the nature and objectives of the negotiations; and
       (2) during negotiations to enter into the agreement, 
     regarding--
       (A) the nature and objectives of the negotiations
       (B) the implementation of the agreement, including how it 
     is consistent with and does not materially differ from or 
     otherwise affect Federal or State laws or regulations;
       (C) the impact on the competitiveness of United States 
     insurers; and
       (D) the impact on United States consumers.
       (b) Consultation With Federal Advisory Committee on 
     Insurance.--Before entering into an agreement under section 
     1403, the Secretary of the Treasury shall seek to consult 
     with the Federal Advisory Committee on Insurance formed 
     pursuant to section 313(h) of title 31, United States Code.

     SEC. 1406. REPORT TO CONGRESS ON INTERNATIONAL INSURANCE 
                   AGREEMENTS.

       Before entering into an agreement under section 1403, 
     parties representing the Federal Government shall submit to 
     the appropriate congressional committees and leadership a 
     report that describes --
       (1) the implementation of the agreement, including how it 
     is consistent with and does not materially differ from or 
     otherwise affect Federal or State laws or regulations;
       (2) the impact on the competitiveness of United States 
     insurers; and
       (3) the impact on United States consumers.

     SEC. 1407. COVERED AGREEMENTS.

       (a) Preemption of State Insurance Measures.--Subsection (f) 
     of section 313 of title 31, United States Code, is amended by 
     striking ``Director'' each place such term appears and 
     inserting ``Secretary''.
       (b) Definition.--Paragraph (2) of section 313(r) of title 
     31, United States Code, is amended--
       (1) in subparagraph (A), by striking ``and'' at the end;
       (2) in subparagraph (B), by striking the period at the end 
     and inserting ``; and''; and
       (3) by adding at the end the following new subparagraph:
       ``(C) applies only on a prospective basis.''.
       (c) Consultation; Submission and Layover; Congressional 
     Review.--Section 314 of title 31, United States Code is 
     amended--
       (1) in subsection (b)--
       (A) in paragraph (2)(C), by striking ``laws'' and inserting 
     the following: ``and Federal law, and the nature of any 
     changes in the laws of the United States or the 
     administration of such laws that would be required to carry 
     out a covered agreement''; and
       (B) by adding at the end the following new paragraph:
       ``(3) Access to negotiating texts and other documents.--
     Appropriate congressional committees and staff with proper 
     security clearances shall be given timely access to United 
     States negotiating proposals, consolidated draft texts, and 
     other pertinent documents related to the negotiations, 
     including classified materials.'';
       (2) by redesignating subsection (c) as subsection (d);
       (3) by inserting after subsection (b) the following new 
     subsection:
       ``(c) Requirements for Consultations With State Insurance 
     Commissioners.--Throughout the negotiations of a covered 
     agreement, parties representing the Federal Government shall 
     closely consult and coordinate with State insurance 
     commissioners.'';
       (4) in subsection (d), as so redesignated by paragraph 
     (2)--
       (A) in the matter preceding paragraph (1), by striking 
     ``only if--'' and inserting the following: ``only if, before 
     signing the final legal text or otherwise entering into the 
     agreement--'';
       (B) in paragraph (1), by striking ``congressional 
     committees specified in subsection (b)(1)'' and inserting 
     ``appropriate congressional committees and leadership and to 
     congressional committee staff with proper security 
     clearances''; and
       (C) by striking paragraph (2) and inserting the following 
     new paragraph:
       ``(2)(A) the 90-day period beginning on the date on which 
     the copy of the final legal text of the agreement is 
     submitted under paragraph (1) to the congressional 
     committees, leadership, and staff has expired; and
       ``(B) the covered agreement has not been prevented from 
     taking effect pursuant to subsection (e).''; and
       (5) by adding at the end the following new subsections:
       ``(e) Period for Review by Congress.--
       ``(1) In general.--During the layover period referred to in 
     subsection (d)(2)(A), the Committees on Banking, Housing, and 
     Urban Affairs and Finance of the Senate and the Committees on 
     Financial Services and Ways of Means of the House of 
     Representatives should, as appropriate, exercise their full 
     oversight responsibility.
       ``(2) Effect of enactment of a joint resolution of 
     disapproval.--Notwithstanding any other provision of law, if 
     a joint resolution of disapproval relating to a covered 
     agreement submitted under subsection (d)(1) is enacted in 
     accordance with subsection (f), the covered agreement shall 
     not enter into force with respect to the United States.
       ``(f) Joint Resolutions of Disapproval.--
       ``(1) Definition.--In this subsection, the term `joint 
     resolution of disapproval' means, with respect to proposed 
     covered agreement, only a joint resolution of either House of 
     Congress--
       ``(A) that is introduced during the 90-day period referred 
     to in subsection (d)(2)(A) relating to such proposed covered 
     agreement;
       ``(B) which does not have a preamble;
       ``(C) the title of which is as follows: `A joint resolution 
     disapproving a certain proposed covered agreement under 
     section 314 of title 31, United States Code.'; and
       ``(D) the sole matter after the resolving clause of which 
     is the following: `Congress disapproves of the proposed 
     covered agreement submitted to Congress under section 
     314(c)(1) of title 31, United States Code, on _______ 
     relating to ________.', with the first blank space being 
     filled with the appropriate date and the second blank space 
     being filled with a short description of the proposed covered 
     agreement.
       ``(2) Introduction.--During the layover period referred to 
     in subsection (d)(2)(A), a joint resolution of disapproval 
     may be introduced--
       ``(A) in the House of Representatives, by any Member of the 
     House, and
       ``(B) in the Senate, by any Senator,
     and shall be referred to the appropriate committees.
       ``(3) Rules of house of representatives and senate.--This 
     subsection is enacted by Congress--
       ``(A) as an exercise of the rulemaking power of the Senate 
     and the House of Representatives, respectively, and as such 
     is deemed a part of the rules of each House, respectively, 
     and supersedes other rules only to the extent that it is 
     inconsistent with such rules; and
       ``(B) with full recognition of the constitutional right of 
     either House to change the rules (so far as relating to the 
     procedure of that House) at any time, in the same manner, and 
     to the same extent as in the case of any other rule of that 
     House.
       ``(g) Appropriate Congressional Committees and Leadership 
     Defined.--In this section, the term `appropriate 
     congressional committees and leadership' means--
       ``(1) the Committees on Banking, Housing, and Urban Affairs 
     and Finance, and the majority and minority leaders, of the 
     Senate; and
       ``(2) the Committees on Financial Services and Ways and 
     Means, and the Speaker, the majority leader, and the minority 
     leader, of the House of Representatives.''.

     SEC. 1408. INAPPLICABILITY TO TRADE AGREEMENTS.

       This title and the amendments made by this title shall not 
     apply to any forum or negotiations related to a trade 
     agreement.

[[Page H6301]]

  


      TITLE XV--ALLEVIATING STRESS TEST BURDENS TO HELP INVESTORS

     SEC. 1501. STRESS TEST RELIEF FOR NONBANKS.

       Section 165(i)(2) of the Dodd-Frank Wall Street Reform and 
     Consumer Protection Act (12 U.S.C. 5365(i)(2)) is amended--
       (1) in subparagraph (A), by striking ``are regulated by a 
     primary Federal financial regulatory agency'' and inserting: 
     ``whose primary financial regulatory agency is a Federal 
     banking agency or the Federal Housing Finance Agency'';
       (2) in subparagraph (C), by striking ``Each Federal primary 
     financial regulatory agency'' and inserting ``Each Federal 
     banking agency and the Federal Housing Finance Agency''; and
       (3) by adding at the end the following:
       ``(D) SEC and cftc.--The Securities and Exchange Commission 
     and the Commodity Futures Trading Commission may each issue 
     regulations requiring financial companies with respect to 
     which they are the primary financial regulatory agency to 
     conduct periodic analyses of the financial condition, 
     including available liquidity, of such companies under 
     adverse economic conditions.''.

      TITLE XVI--NATIONAL STRATEGY FOR COMBATING THE FINANCING OF 
                  TRANSNATIONAL CRIMINAL ORGANIZATIONS

     SEC. 1601. NATIONAL STRATEGY.

       (a) In General.--The President, acting through the 
     Secretary of the Treasury, shall, in consultation with the 
     Attorney General, the Secretary of State, the Secretary of 
     Homeland Security, the Director of National Intelligence, the 
     Secretary of Defense, the Director of the Financial Crimes 
     Enforcement Network, the Director of the United States Secret 
     Service, the Director of the Federal Bureau of Investigation, 
     the Administrator of the Drug Enforcement Administration, the 
     Commissioner of Customs and Border Protection, the Director 
     of the Office of National Drug Control Policy, and the 
     Federal functional regulators, develop a national strategy to 
     combat the financial networks of transnational organized 
     criminals.
       (b) Transmittal to Congress.--
       (1) In general.--Not later than 1 year after the enactment 
     of this Act, the President shall submit to the appropriate 
     Congressional committees and make available to the relevant 
     government agencies as defined in subsection (a), a 
     comprehensive national strategy in accordance with subsection 
     (a).
       (2) Updates.--After the initial submission of the national 
     strategy under paragraph (1), the President shall, not less 
     often than every 2 years, update the national strategy and 
     submit the updated strategy to the appropriate Congressional 
     committees.
       (c) Separate Presentation of Classified Material.--Any part 
     of the national strategy that involves information that is 
     properly classified under criteria established by the 
     President shall be submitted to Congress separately in a 
     classified annex and, if requested by the chairman or ranking 
     member of one of the appropriate Congressional committees, as 
     a briefing at an appropriate level of security.

     SEC. 1602. CONTENTS OF NATIONAL STRATEGY.

       The national strategy described in section 1601 shall 
     contain the following:
       (1) Threats.--An identification and assessment of the most 
     significant current transnational organized crime threats 
     posed to the national security of the United States or to the 
     U.S. and international financial system, including drug and 
     human trafficking organizations, cyber criminals, 
     kleptocrats, and other relevant state and non-state entities, 
     including those threats identified in the President's 
     ``Strategy to Combat Transnational Organized Crime'' 
     (published July 2011).
       (2) Illicit finance.--(A) An identification of individuals, 
     entities, and networks (including terrorist organizations, if 
     any) that provide financial support or financial facilitation 
     to transnational organized crime groups, and an assessment of 
     the scope and role of those providing financial support to 
     transnational organized crime groups.
       (B) An assessment of methods by which transnational 
     organized crime groups launder illicit proceeds, including 
     money laundering using real estate and other tangible goods 
     such as art and antiquities, trade-based money laundering, 
     bulk cash smuggling, exploitation of shell companies, and 
     misuse of digital currencies and other cyber technologies, as 
     well as an assessment of the risk to the financial system of 
     the United States of such methods.
       (3) Goals, objectives, priorities, and actions.--(A) A 
     comprehensive, research-based discussion of short-term and 
     long-term goals, objectives, priorities, and actions, listed 
     for each department and agency described under section 
     1601(a), for combating the financing of transnational 
     organized crime groups and their facilitators.
       (B) A description of how the strategy is integrated into, 
     and supports, the national security strategy, drug control 
     strategy, and counterterrorism strategy of the United States.
       (4) Reviews and proposed changes.--A review of current 
     efforts to combat the financing or financial facilitation of 
     transnational organized crime, including efforts to detect, 
     deter, disrupt, and prosecute transnational organized crime 
     groups and their supporters, and, if appropriate, proposed 
     changes to any law or regulation determined to be appropriate 
     to ensure that the United States pursues coordinated and 
     effective efforts within the jurisdiction of the United 
     States, including efforts or actions that are being taken or 
     can be taken by financial institutions, efforts in 
     cooperation with international partners of the United States, 
     and efforts that build partnerships and global capacity to 
     combat transnational organized crime.

     SEC. 1603. DEFINITIONS.

       In this title:
       (1) Appropriate congressional committees.--The term 
     ``appropriate congressional committees'' means--
       (A) the Committee on Financial Services, the Committee on 
     Foreign Affairs, the Committee on Armed Services, the 
     Committee on the Judiciary, the Committee on Homeland 
     Security, and the Permanent Select Committee on Intelligence 
     of the House of Representatives; and
       (B) the Committee on Banking, Housing, and Urban Affairs, 
     the Committee on Foreign Relations, the Committee on Armed 
     Services, the Committee on the Judiciary, the Committee on 
     Homeland Security and Governmental Affairs, and the Select 
     Committee on Intelligence of the Senate.
       (2) Federal functional regulator.--The term ``Federal 
     functional regulator'' has the meaning given that term in 
     section 509 of the Gramm-Leach-Bliley Act (15 U.S.C. 6809).
       (3) Transnational organized crime.--The term 
     ``transnational organized crime'' refers to those self-
     perpetuating associations of individuals who operate 
     transnationally for the purpose of obtaining power, 
     influence, monetary or commercial gains, wholly or in part by 
     illegal means, while--
       (A) protecting their activities through a pattern of 
     corruption or violence; or
       (B) while protecting their illegal activities through a 
     transnational organizational structure and the exploitation 
     of transnational commerce or communication mechanisms.

          TITLE XVII--COMMON SENSE CREDIT UNION CAPITAL RELIEF

     SEC. 1701. DELAY IN EFFECTIVE DATE.

       Notwithstanding any effective date set forth in the rule 
     issued by the National Credit Union Administration titled 
     ``Risk-Based Capital'' (published at 80 Fed. Reg. 66626 
     (October 29, 2015)), such final rule shall take effect on 
     January 1, 2021.

                 TITLE XVIII--OPTIONS MARKETS STABILITY

     SEC. 1801. RULEMAKING.

       Within 180 days of the date of enactment of this Act, the 
     Board of Governors of the Federal Reserve System, the Federal 
     Deposit Insurance Corporation, and the Comptroller of the 
     Currency shall, jointly, issue a proposed rule, and finalize 
     such rule within 360 days of the date of enactment of this 
     Act, to adopt a methodology for calculating the counterparty 
     credit risk exposure, at default, of a depository 
     institution, depository institution holding company, or 
     affiliate thereof to a client arising from a guarantee 
     provided by the depository institution, depository 
     institution holding company, or affiliate thereof to a 
     central counterparty in respect of the client's performance 
     under an exchange-listed derivative contract cleared through 
     that central counterparty pursuant to the risk-based and 
     leverage-based capital rules applicable to depository 
     institutions and depository institution holding companies 
     under parts 3, 217, and 324 of title 12, Code of Federal 
     Regulations. In issuing such rule, the Board of Governors of 
     the Federal Reserve System, the Federal Deposit Insurance 
     Corporation, and the Comptroller of the Currency shall 
     consider--
       (1) the availability of liquidity provided by market makers 
     during times of high volatility in the capital markets;
       (2) the spread between the bid and the quote offered by 
     market makers;
       (3) the preference for clearing through central 
     counterparties;
       (4) the safety and soundness of the financial system and 
     financial stability, including the benefits of central 
     clearing;
       (5) the safety and soundness of individual institutions 
     that may centrally clear exchange-listed derivatives or 
     options on behalf of a client, including concentration of 
     market share;
       (6) the economic value of delta weighting a counterparty's 
     position and netting of a counterparty's position;
       (7) the inherent risk of the positions;
       (8) barriers to entry for depository institutions, 
     depository institution holding companies, affiliates thereof, 
     and entities not affiliated with a depository institution or 
     depository institution holding company to centrally clear 
     exchange-listed derivatives or options on behalf of market 
     makers;
       (9) the impact any changes may have on the broader capital 
     regime and aggregate capital in the system; and
       (10) consideration of other potential factors that impact 
     market making in the exchange-listed options market, 
     including changes in market structure.

     SEC. 1802. REPORT TO CONGRESS.

       At the end of the 5-year period beginning on the date the 
     final rule is issued under section 1801, the Board of 
     Governors of the Federal Reserve System shall submit to the 
     Committee on Financial Services of the House of 
     Representatives and the Committee on Banking, Housing, and 
     Urban Affairs of the Senate a report detailing the impact of 
     the final rule during such period on the factors described 
     under paragraphs (1) through (10) of section 1801.

[[Page H6302]]

  


      TITLE XIX--COOPERATE WITH LAW ENFORCEMENT AGENCIES AND WATCH

     SEC. 1901. SAFE HARBOR WITH RESPECT TO KEEP OPEN LETTERS.

       (a) In General.--Subchapter II of chapter 53 of title 31, 
     United States Code, is amended by adding at the end the 
     following:

     ``Sec. 5333. Safe harbor with respect to keep open letters

       ``(a) In General.--With respect to a customer account or 
     customer transaction of a financial institution, if a 
     Federal, State, Tribal, or local law enforcement agency 
     requests, in writing, the financial institution to keep such 
     account or transaction open--
       ``(1) the financial institution shall not be liable under 
     this subchapter for maintaining such account or transaction 
     consistent with the parameters of the request; and
       ``(2) no Federal or State department or agency may take any 
     adverse supervisory action under this subchapter with respect 
     to the financial institution for maintaining such account or 
     transaction consistent with the parameters of the request.
       ``(b) Rule of Construction.--Nothing in this section may be 
     construed--
       ``(1) from preventing a Federal or State department or 
     agency from verifying the validity of a written request 
     described under subsection (a) with the Federal, State, 
     Tribal, or local law enforcement agency making the written 
     request; or
       ``(2) to relieve a financial institution from complying 
     with any reporting requirements, including the reporting of 
     suspicious transactions under section 5318(g).
       ``(c) Letter Termination Date.--For purposes of this 
     section, any written request described under subsection (a) 
     shall include a termination date after which such request 
     shall no longer apply.''.
       (b) Clerical Amendment.--The table of contents for chapter 
     53 of title 31, United States Code, is amended by inserting 
     after the item relating to section 5332 the following:

``5333. Safe harbor with respect to keep open letters.''.

                      TITLE XX--MAIN STREET GROWTH

     SEC. 2001. VENTURE EXCHANGES.

       (a) Securities Exchange Act of 1934.--Section 6 of the 
     Securities Exchange Act of 1934 (15 U.S.C. 78f) is amended by 
     adding at the end the following:
       ``(m) Venture Exchange.--
       ``(1) Registration.--
       ``(A) In general.--A person may register themself (and a 
     national securities exchange may register a listing tier of 
     such exchange) as a national securities exchange solely for 
     the purposes of trading venture securities by filing an 
     application with the Commission pursuant to subsection (a) 
     and the rules and regulations thereunder.
       ``(B) Publication of notice.--The Commission shall, upon 
     the filing of an application under subparagraph (A), publish 
     notice of such filing and afford interested persons an 
     opportunity to submit written data, views, and arguments 
     concerning such application.
       ``(C) Approval or denial.--
       ``(i) In general.--Within 90 days of the date of 
     publication of a notice under subparagraph (B) (or within 
     such longer period as to which the applicant consents), the 
     Commission shall--

       ``(I) by order grant such registration; or
       ``(II) institute a denial proceeding under clause (ii) to 
     determine whether registration should be denied.

       ``(ii) Denial proceeding.--A proceeding under clause 
     (i)(II) shall include notice of the grounds for denial under 
     consideration and opportunity for hearing and shall be 
     concluded within 180 days of the date of the publication of a 
     notice under subparagraph (B). At the conclusion of such 
     proceeding the Commission, by order, shall grant or deny such 
     registration. The Commission may extend the time for 
     conclusion of such proceeding for up to 90 days if the 
     Commission finds good cause for such extension and publishes 
     the Commission's reasons for so finding or for such longer 
     period as to which the applicant consents.
       ``(iii) Criteria for approval or denial.--The Commission 
     shall grant a registration under this paragraph if the 
     Commission finds that the requirements of this title and the 
     rules and regulations thereunder with respect to the 
     applicant are satisfied. The Commission shall deny such 
     registration if it does not make such finding.
       ``(2) Powers and restrictions.--In addition to the powers 
     and restrictions otherwise applicable to a national 
     securities exchange, a venture exchange--
       ``(A) may only constitute, maintain, or provide a market 
     place or facilities for bringing together purchasers and 
     sellers of venture securities;
       ``(B) may not extend unlisted trading privileges to any 
     venture security;
       ``(C) may only, if the venture exchange is a listing tier 
     of another national securities exchange, allow trading in 
     securities that are registered under section 12(b) on a 
     national securities exchange other than a venture exchange; 
     and
       ``(D) may, subject to the rule filing process under section 
     19(b)--
       ``(i) determine the increment to be used for quoting and 
     trading venture securities on the exchange; and
       ``(ii) choose to carry out periodic auctions for the sale 
     of a venture security instead of providing continuous trading 
     of the venture security.
       ``(3) Treatment of certain exempted securities.--A security 
     that is exempt from registration pursuant to section 3(b) of 
     the Securities Act of 1933 shall be exempt from section 12(a) 
     of this title to the extent such securities are traded on a 
     venture exchange, if the issuer of such security is in 
     compliance with--
       ``(A) all disclosure obligations of such section 3(b) and 
     the regulations issued under such section; and
       ``(B) ongoing disclosure obligations of the applicable 
     venture exchange that are similar to those provided by an 
     issuer under tier 2 of Regulation A (17 C.F.R. 230.251 et 
     seq.).
       ``(4) Venture securities traded on venture exchanges may 
     not trade on non-venture exchanges.--A venture security may 
     not be traded on a national securities exchange that is not a 
     venture exchange during any period in which the venture 
     security is being traded on a venture exchange.
       ``(5) Rule of construction.--Nothing in this subsection may 
     be construed as requiring transactions in venture securities 
     to be effected on a national securities exchange.
       ``(6) Commission authority to limit certain trading.--The 
     Commission may limit transactions in venture securities that 
     are not effected on a national securities exchange as 
     appropriate to promote efficiency, competition, capital 
     formation, and to protect investors.
       ``(7) Disclosures to investors.--The Commission shall issue 
     regulations to ensure that persons selling or purchasing 
     venture securities on a venture exchange are provided 
     disclosures sufficient to understand--
       ``(A) the characteristics unique to venture securities; and
       ``(B) in the case of a venture exchange that is a listing 
     tier of another national securities exchange, that the 
     venture exchange is distinct from the other national 
     securities exchange.
       ``(8) Definitions.--For purposes of this subsection:
       ``(A) Early-stage, growth company.--
       ``(i) In general.--The term `early-stage, growth company' 
     means an issuer--

       ``(I) that has not made any registered initial public 
     offering of any securities of the issuer; and
       ``(II) with a public float of less than or equal to the 
     value of public float required to qualify as a large 
     accelerated filer under section 240.12b-2 of title 17, Code 
     of Federal Regulations.

       ``(ii) Treatment when public float exceeds threshold.--An 
     issuer shall not cease to be an early-stage, growth company 
     by reason of the public float of such issuer exceeding the 
     threshold specified in clause (i)(II) until the later of the 
     following:

       ``(I) The end of the period of 24 consecutive months during 
     which the public float of the issuer exceeds $2,000,000,000 
     (as such amount is indexed for inflation every 5 years by the 
     Commission to reflect the change in the Consumer Price Index 
     for All Urban Consumers published by the Bureau of Labor 
     Statistics, setting the threshold to the nearest $1,000,000).
       ``(II) The end of the 1-year period following the end of 
     the 24-month period described under subclause (I), if the 
     issuer requests such 1-year extension from a venture exchange 
     and the venture exchange elects to provide such extension.

       ``(B) Public float.--With respect to an issuer, the term 
     `public float' means the aggregate worldwide market value of 
     the voting and non-voting common equity of the issuer held by 
     non-affiliates.
       ``(C) Venture security.--
       ``(i) In general.--The term `venture security' means--

       ``(I) securities of an early-stage, growth company that are 
     exempt from registration pursuant to section 3(b) of the 
     Securities Act of 1933;
       ``(II) securities of an emerging growth company; or
       ``(III) securities registered under section 12(b) and 
     listed on a venture exchange (or, prior to listing on a 
     venture exchange, listed on a national securities exchange) 
     where--

       ``(aa) the issuer of such securities has a public float 
     less than or equal to the value of public float required to 
     qualify as a large accelerated filer under section 240.12b-2 
     of title 17, Code of Federal Regulations; or
       ``(bb) the average daily trade volume is 75,000 shares or 
     less during a continuous 60-day period.
       ``(ii) Treatment when public float exceeds threshold.--
     Securities shall not cease to be venture securities by reason 
     of the public float of the issuer of such securities 
     exceeding the threshold specified in clause (i)(III)(aa) 
     until the later of the following:

       ``(I) The end of the period of 24 consecutive months 
     beginning on the date--

       ``(aa) the public float of such issuer exceeds 
     $2,000,000,000; and
       ``(bb) the average daily trade volume of such securities is 
     100,000 shares or more during a continuous 60-day period.

       ``(II) The end of the 1-year period following the end of 
     the 24-month period described under subclause (I), if the 
     issuer of such securities requests such 1-year extension from 
     a venture exchange and the venture exchange elects to provide 
     such extension.''.

       (b) Securities Act of 1933.--Section 18 of the Securities 
     Act of 1933 (15 U.S.C. 77r) is amended--
       (1) by redesignating subsection (d) as subsection (e); and
       (2) by inserting after subsection (c) the following:

[[Page H6303]]

       ``(d) Treatment of Securities Listed on a Venture 
     Exchange.--Notwithstanding subsection (b), a security is not 
     a covered security pursuant to subsection (b)(1)(A) if the 
     security is only listed, or authorized for listing, on a 
     venture exchange (as defined under section 6(m) of the 
     Securities Exchange Act of 1934).''.
       (c) Sense of Congress.--It is the sense of the Congress 
     that the Securities and Exchange Commission should--
       (1) when necessary or appropriate in the public interest 
     and consistent with the protection of investors, make use of 
     the Commission's general exemptive authority under section 36 
     of the Securities Exchange Act of 1934 (15 U.S.C. 78mm) with 
     respect to the provisions added by this section; and
       (2) if the Commission determines appropriate, create an 
     Office of Venture Exchanges within the Commission's Division 
     of Trading and Markets.
       (d) Rule of Construction.--Nothing in this section or the 
     amendments made by this section shall be construed to impair 
     or limit the construction of the antifraud provisions of the 
     securities laws (as defined in section 3(a) of the Securities 
     Exchange Act of 1934 (15 U.S.C. 78c(a))) or the authority of 
     the Securities and Exchange Commission under those 
     provisions.
       (e) Effective Date for Tiers of Existing National 
     Securities Exchanges.--In the case of a securities exchange 
     that is registered as a national securities exchange under 
     section 6 of the Securities Exchange Act of 1934 (15 U.S.C. 
     78f) on the date of the enactment of this Act, any election 
     for a listing tier of such exchange to be treated as a 
     venture exchange under subsection (m) of such section shall 
     not take effect before the date that is 180 days after such 
     date of enactment.

          TITLE XXI--BUILDING UP INDEPENDENT LIVES AND DREAMS

     SEC. 2101. MORTGAGE LOAN TRANSACTION DISCLOSURE REQUIREMENTS.

       (a) TILA Amendment.--Section 105 of the Truth in Lending 
     Act (15 U.S.C. 1604) is amended by inserting after subsection 
     (d) the following:
       ``(e) Disclosure for Charitable Mortgage Loan 
     Transactions.--With respect to a mortgage loan transaction 
     involving a residential mortgage loan offered at zero percent 
     interest primarily for charitable purposes by an organization 
     having tax-exempt status under section 501(c)(3) of the 
     Internal Revenue Code of 1986, forms HUD-1 and GFE (as 
     defined under section 1024.2(b) of title 12, Code of Federal 
     Regulations), together with a disclosure substantially in the 
     form of the Loan Model Form H-2 (as defined under Appendix H 
     to section 1026 of title 12, Code of Federal Regulations) 
     shall, collectively, be an appropriate model form for 
     purposes of subsection (b).''.
       (b) RESPA Amendment.--Section 4 of the Real Estate 
     Settlement Procedures Act of 1974 (12 U.S.C. 2603) is amended 
     by adding at the end the following:
       ``(d) With respect to a mortgage loan transaction involving 
     a residential mortgage loan offered at zero percent interest 
     primarily for charitable purposes, an organization having 
     tax-exempt status under section 501(c)(3) of the Internal 
     Revenue Code of 1986 may use forms HUD-1 and GFE (as defined 
     under section 1024.2(b) of title 12, Code of Federal 
     Regulations) together with a disclosure substantially in the 
     form of the Loan Model Form H-2 (as defined under Appendix H 
     to section 1026 of title 12, Code of Federal Regulations), 
     collectively, in lieu of the disclosure published under 
     subsection (a).''.
       (c) Regulations.--Not later than 180 days after the date of 
     the enactment of this Act, the Director of the Bureau of 
     Consumer Financial Protection shall issue such regulations as 
     may be necessary to implement the amendments made by 
     subsections (a) and (b).
       (d) Effective Date.--The amendments made by subsections (a) 
     and (b) shall take effect on the date of the enactment of 
     this Act.

           TITLE XXII--MODERNIZING DISCLOSURES FOR INVESTORS

     SEC. 2201. FORM 10-Q ANALYSIS.

       (a) In General.--The Securities and Exchange Commission 
     shall conduct an analysis of the costs and benefits of 
     requiring reporting companies to use Form 10-Q for submitting 
     quarterly financial reports. Such analysis shall consider--
       (1) the costs and benefits of Form 10-Q to emerging growth 
     companies;
       (2) the costs and benefits of Form 10-Q to the Commission 
     in terms of its ability to protect investors, maintain fair, 
     orderly, and efficient markets, and facilitate capital 
     formation;
       (3) the costs and benefits of Form 10-Q to other reporting 
     companies, investors, market researchers, and other market 
     participants, including the costs and benefits associated 
     with--
       (A) the public availability of the information required to 
     be filed on Form 10-Q;
       (B) the use of a standardized reporting format across all 
     classes of reporting companies; and
       (C) the quarterly disclosure by some companies of financial 
     information in formats other than Form 10-Q, such as a 
     quarterly earnings press release;
       (4) the costs and benefits of alternative formats for 
     quarterly reporting for emerging growth companies to emerging 
     growth companies, the Commission, other reporting companies, 
     investors, market researchers, and other market participants; 
     and
       (5) the expected impact of the use of alternative formats 
     of quarterly reporting by emerging growth companies on 
     overall market transparency and efficiency.
       (b) Report Required.--Not later than 180 days after the 
     date of enactment of this Act, the Commission shall issue a 
     report to Congress that includes--
       (1) the results of the analysis required by subsection (a); 
     and
       (2) recommendations for decreasing costs, increasing 
     transparency, and increasing efficiency of quarterly 
     financial reporting by emerging growth companies.

       TITLE XXIII--FIGHT ILLICIT NETWORKS AND DETECT TRAFFICKING

     SEC. 2301. FINDINGS.

       The Congress finds the following:
       (1) According to the Drug Enforcement Administration (DEA) 
     2017 National Drug Threat Assessment, transnational criminal 
     organizations are increasingly using virtual currencies.
       (2) The Treasury Department has recognized that: ``The 
     development of virtual currencies is an attempt to meet a 
     legitimate market demand. According to a Federal Reserve Bank 
     of Chicago economist, United States consumers want payment 
     options that are versatile and that provide immediate 
     finality. No United States payment method meets that 
     description, although cash may come closest. Virtual 
     currencies can mimic cash's immediate finality and anonymity 
     and are more versatile than cash for online and cross-border 
     transactions, making virtual currencies vulnerable for 
     illicit transactions.''.
       (3) Virtual currencies have become a prominent method to 
     pay for goods and services associated with illegal sex 
     trafficking and drug trafficking, which are two of the most 
     detrimental and troubling illegal activities facilitated by 
     online marketplaces.
       (4) Online marketplaces, including the dark web, have 
     become a prominent platform to buy, sell, and advertise for 
     illicit goods and services associated with sex trafficking 
     and drug trafficking.
       (5) According to the International Labour Organization, in 
     2016, 4.8 million people in the world were victims of forced 
     sexual exploitation, and in 2014, the global profit from 
     commercial sexual exploitation was $99 billion.
       (6) In 2016, within the United States, the Center for 
     Disease Control estimated that there were 64,000 deaths 
     related to drug overdose, and the most severe increase in 
     drug overdoses were those associated with fentanyl and 
     fentanyl analogs (synthetic opioids), which amounted to over 
     20,000 overdose deaths.
       (7) According to the United States Department of the 
     Treasury 2015 National Money Laundering Risk Assessment, an 
     estimated $64 billion is generated annually from United 
     States drug trafficking sales.
       (8) Illegal fentanyl in the United States originates 
     primarily from China, and it is readily available to purchase 
     through online marketplaces.

     SEC. 2302. GAO STUDY.

       (a) Study Required.--The Comptroller General of the United 
     States shall conduct a study on how virtual currencies and 
     online marketplaces are used to facilitate sex and drug 
     trafficking. The study shall consider--
       (1) how online marketplaces, including the dark web, are 
     being used as platforms to buy, sell, or facilitate the 
     financing of goods or services associated with sex 
     trafficking or drug trafficking (specifically, opioids and 
     synthetic opioids, including fentanyl, fentanyl analogs, and 
     any precursor chemicals associated with manufacturing 
     fentanyl or fentanyl analogs) destined for, originating from, 
     or within the United States;
       (2) how financial payment methods, including virtual 
     currencies and peer-to-peer mobile payment services, are 
     being utilized by online marketplaces to facilitate the 
     buying, selling, or financing of goods and services 
     associated with sex or drug trafficking destined for, 
     originating from, or within the United States;
       (3) how virtual currencies are being used to facilitate the 
     buying, selling, or financing of goods and services 
     associated with sex or drug trafficking, destined for, 
     originating from, or within the United States, when an online 
     platform is not otherwise involved;
       (4) how illicit funds that have been transmitted online and 
     through virtual currencies are repatriated into the formal 
     banking system of the United States through money laundering 
     or other means;
       (5) the participants (state and non-state actors) 
     throughout the entire supply chain that participate in or 
     benefit from the buying, selling, or financing of goods and 
     services associated with sex or drug trafficking (either 
     through online marketplaces or virtual currencies) destined 
     for, originating from, or within the United States;
       (6) Federal and State agency efforts to impede the buying, 
     selling, or financing of goods and services associated with 
     sex or drug trafficking destined for, originating from, or 
     within the United States, including efforts to prevent the 
     proceeds from sex or drug trafficking from entering the 
     United States banking system;
       (7) how virtual currencies and their underlying 
     technologies can be used to detect and deter these illicit 
     activities; and
       (8) to what extent can the immutable and traceable nature 
     of virtual currencies contribute to the tracking and 
     prosecution of illicit funding.
       (b) Scope.--For the purposes of the study required under 
     subsection (a), the term ``sex

[[Page H6304]]

     trafficking'' means the recruitment, harboring, 
     transportation, provision, obtaining, patronizing, or 
     soliciting of a person for the purpose of a commercial sex 
     act that is induced by force, fraud, or coercion, or in which 
     the person induced to perform such act has not attained 18 
     years of age.
       (c) Report to Congress.--Not later than 1 year after the 
     date of enactment of this Act, the Comptroller General of the 
     United States shall submit to the Committee on Banking, 
     Housing, and Urban Affairs of the Senate and the Committee on 
     Financial Services of the House of Representatives a report 
     summarizing the results of the study required under 
     subsection (a), together with any recommendations for 
     legislative or regulatory action that would improve the 
     efforts of Federal agencies to impede the use of virtual 
     currencies and online marketplaces in facilitating sex and 
     drug trafficking.

   TITLE XXIV--IMPROVING INVESTMENT RESEARCH FOR SMALL AND EMERGING 
                                ISSUERS

     SEC. 2401. RESEARCH STUDY.

       (a) Study Required.--The Securities and Exchange Commission 
     shall conduct a study to evaluate the issues affecting the 
     provision of and reliance upon investment research into small 
     issuers, including emerging growth companies and companies 
     considering initial public offerings.
       (b) Contents of Study.--The study required under subsection 
     (a) shall consider--
       (1) factors related to the demand for such research by 
     institutional and retail investors;
       (2) the availability of such research, including--
       (A) the number and types of firms who provide such 
     research;
       (B) the volume of such research over time; and
       (C) competition in the research market;
       (3) conflicts of interest relating to the production and 
     distribution of investment research;
       (4) the costs of such research;
       (5) the impacts of different payment mechanisms for 
     investment research into small issuers, including whether 
     such research is paid for by--
       (A) hard-dollar payments from research clients;
       (B) payments directed from the client's commission income 
     (i.e., ``soft dollars''); or
       (C) payments from the issuer that is the subject of such 
     research;
       (6) any unique challenges faced by minority-owned, women-
     owned, and veteran-owned small issuers in obtaining research 
     coverage; and
       (7) the impact on the availability of research coverage for 
     small issuers due to--
       (A) investment adviser concentration and consolidation, 
     including any potential impacts of fund-size on demand for 
     investment research of small issuers;
       (B) broker and dealer concentration and consolidation, 
     including any relationships between the size of the firm and 
     allocation of resources for investment research into small 
     issuers;
       (C) Securities and Exchange Commission rules;
       (D) registered national securities association rules;
       (E) State and Federal liability concerns;
       (F) the settlement agreements referenced in Securities and 
     Exchange Commission Litigation Release No. 18438 (i.e., the 
     ``Global Research Analyst Settlement''); and
       (G) Directive 2014/65/EU of the European Parliament and of 
     the Council of 15 May 2014 on markets in financial 
     instruments and amending Directive 2002/92/EC and Directive 
     2011/61/EU, as implemented by the European Union (``EU'') 
     member states (``MiFID II'').
       (c) Report Required.--Not later than 180 days after the 
     date of the enactment of this Act, the Securities and 
     Exchange Commission shall submit to Congress a report that 
     includes--
       (1) the results of the study required by subsection (a); 
     and
       (2) recommendations to increase the demand for, volume of, 
     and quality of investment research into small issuers, 
     including emerging growth companies and companies considering 
     initial public offerings.

       TITLE XXV--DEVELOPING AND EMPOWERING OUR ASPIRING LEADERS

     SEC. 2501. DEFINITIONS.

       Not later than the end of the 180-day period beginning on 
     the date of the enactment of this Act, the Securities and 
     Exchange Commission shall--
       (1) revise the definition of a qualifying investment under 
     paragraph (c) of section 275.203(l)-1 of title 17, Code of 
     Federal Regulations, to include an equity security issued by 
     a qualifying portfolio company, whether acquired directly 
     from the company or in a secondary acquisition; and
       (2) revise paragraph (a) of such section to require, as a 
     condition of a private fund qualifying as a venture capital 
     fund under such paragraph, that the qualifying investments of 
     the private fund are predominantly qualifying investments 
     that were acquired directly from a qualifying portfolio 
     company.

          TITLE XXVI--EXPANDING INVESTMENT IN SMALL BUSINESSES

     SEC. 2601. SEC STUDY.

       (a) In General.--The Securities and Exchange Commission 
     shall carry out a study of the 10 per centum threshold 
     limitation applicable to the definition of a diversified 
     company under section 5(b)(1) of the Investment Company Act 
     of 1940 (15 U.S.C. 80a-5(b)(1)) and determine whether such 
     threshold limits capital formation.
       (b) Considerations.--In carrying out the study required 
     under subsection (a), the Commission shall consider the 
     following:
       (1) The size and number of diversified companies that are 
     currently restricted in their ability to own more than 10 
     percent of the voting shares in an individual company.
       (2) If investing preferences of diversified companies have 
     shifted away from companies with smaller market 
     capitalizations.
       (3) The expected increase in the availability of capital to 
     small and emerging growth companies if the threshold is 
     increased.
       (4) The ability of registered funds to manage liquidity 
     risk.
       (5) Any other consideration that the Commission considers 
     necessary and appropriate for the protection of investors.
       (c) Solicitation of Public Comments.--In carrying out the 
     study required under subsection (a), the Commission may 
     solicit public comments.
       (d) Report.--Not later than the end of the 180-day period 
     beginning on the date of enactment of this Act, the 
     Commission shall issue a report to the Congress, and make 
     such report publicly available on the website of the 
     Commission, containing--
       (1) all findings and determinations made in carrying out 
     the study required under subsection (a); and
       (2) any legislative recommendations of the Commission, 
     including any recommendation to update the 10 per centum 
     threshold.

  TITLE XXVII--PROMOTING TRANSPARENT STANDARDS FOR CORPORATE INSIDERS

     SEC. 2701. SEC STUDY.

       (a) Study.--
       (1) In general.--The Securities and Exchange Commission 
     shall carry out a study of whether Rule 10b5-1 (17 C.F.R. 
     240.10b5-1) should be amended to--
       (A) limit the ability of issuers and issuer insiders to 
     adopt a plan described under paragraph (c)(1)(i)(A)(3) of 
     Rule 10b5-1 (``trading plan'') when the issuer or issuer 
     insider is permitted to buy or sell securities during issuer-
     adopted trading windows;
       (B) limit the ability of issuers and issuer insiders to 
     adopt multiple, overlapping trading plans;
       (C) establish a mandatory delay between the adoption of a 
     trading plan and the execution of the first trade pursuant to 
     such a plan and, if so and depending on the Commission's 
     findings with respect to subparagraph (A)--
       (i) whether any such delay should be the same for trading 
     plans adopted during an issuer-adopted trading window as 
     opposed to outside of such a window; and
       (ii) whether any exceptions to such a delay are 
     appropriate;
       (D) limit the frequency that issuers and issuer insiders 
     may modify or cancel trading plans;
       (E) require issuers and issuer insiders to file with the 
     Commission trading plan adoptions, amendments, terminations 
     and transactions; or
       (F) require boards of issuers that have adopted a trading 
     plan to--
       (i) adopt policies covering trading plan practices;
       (ii) periodically monitor trading plan transactions; and
       (iii) ensure that issuer policies discuss trading plan use 
     in the context of guidelines or requirements on equity 
     hedging, holding, and ownership.
       (2) Additional considerations.--In carrying out the study 
     required under paragraph (1), the Commission shall consider--
       (A) how any such amendments may clarify and enhance 
     existing prohibitions against insider trading;
       (B) the impact any such amendments may have on the ability 
     of issuers to attract persons to become an issuer insider;
       (C) the impact any such amendments may have on capital 
     formation;
       (D) the impact any such amendments may have on an issuer's 
     willingness to operate as a public company; and
       (E) any other consideration that the Commission considers 
     necessary and appropriate for the protection of investors.
       (b) Report.--Not later than the end of the 1-year period 
     beginning on the date of the enactment of this Act, the 
     Commission shall issue a report to the Committee on Financial 
     Services of the House of Representatives and the Committee on 
     Banking, Housing, and Urban Affairs of the Senate containing 
     all findings and determinations made in carrying out the 
     study required under section (a).
       (c) Rulemaking.--After the completion of the study required 
     under subsection (a), the Commission shall, subject to public 
     notice and comment, revise Rule 10b5-1 consistent with the 
     results of such study.

  TITLE XXVIII--INVESTMENT ADVISER REGULATORY FLEXIBILITY IMPROVEMENT

     SEC. 2801. DEFINITION OF SMALL BUSINESS OF SMALL 
                   ORGANIZATION.

       Not later than end the of the 1-year period beginning on 
     the date of the enactment of this Act, the Securities and 
     Exchange Commission shall revise the definitions of a ``small 
     business'' and ``small organization'' under section 275.0-7 
     of title 17, Code of Federal Regulations, to provide 
     alternative methods under which a business or organization 
     may qualify as a ``small business'' or ``small organization'' 
     under such section. In

[[Page H6305]]

     making such revision, the Commission shall consider whether 
     such alternative methods should include a threshold based on 
     the number of non-clerical employees of the business or 
     organization.

          TITLE XXIX--ENHANCING MULTI-CLASS SHARE DISCLOSURES

     SEC. 2901. DISCLOSURE RELATING TO MULTI-CLASS SHARE 
                   STRUCTURES.

       Section 14 of the Securities Exchange Act of 1934 (15 
     U.S.C. 78n) is amended by adding at the end the following:
       ``(k) Disclosure for Issuers With Multi-class Share 
     Structures.--
       ``(1) Disclosure.--The Commission shall, by rule, require 
     each issuer with a multi-class share structure to disclose 
     the information described in paragraph (2) in any proxy or 
     consent solicitation material for an annual meeting of the 
     shareholders of the issuer, or any other filing as the 
     Commission determines appropriate.
       ``(2) Content.--A disclosure made under paragraph (1) shall 
     include, with respect to each person who is a director, 
     director nominee, or named executive officer of the issuer, 
     or who is the beneficial owner of securities with 5 percent 
     or more of the total combined voting power of all classes of 
     securities entitled to vote in the election of directors--
       ``(A) the number of shares of all classes of securities 
     entitled to vote in the election of directors beneficially 
     owned by such person, expressed as a percentage of the total 
     number of the outstanding securities of the issuer entitled 
     to vote in the election of directors; and
       ``(B) the amount of voting power held by such person, 
     expressed as a percentage of the total combined voting power 
     of all classes of the securities of the issuer entitled to 
     vote in the election of directors.
       ``(3) Multi-class share structure.--In this subsection, the 
     term `multi-class share structure' means a capitalization 
     structure that contains 2 or more classes of securities that 
     have differing amounts of voting rights in the election of 
     directors.''.

             TITLE XXX--NATIONAL SENIOR INVESTOR INITIATIVE

     SEC. 3001. SENIOR INVESTOR TASKFORCE.

       Section 4 of the Securities Exchange Act of 1934 (15 U.S.C. 
     78d) is amended by adding at the end the following:
       ``(k) Senior Investor Taskforce.--
       ``(1) Establishment.--There is established within the 
     Commission the Senior Investor Taskforce (in this subsection 
     referred to as the `Taskforce').
       ``(2) Director of the taskforce.--The head of the Taskforce 
     shall be the Director, who shall--
       ``(A) report directly to the Chairman; and
       ``(B) be appointed by the Chairman, in consultation with 
     the Commission, from among individuals--
       ``(i) currently employed by the Commission or from outside 
     of the Commission; and
       ``(ii) having experience in advocating for the interests of 
     senior investors.
       ``(3) Staffing.--The Chairman shall ensure that--
       ``(A) the Taskforce is staffed sufficiently to carry out 
     fully the requirements of this subsection; and
       ``(B) such staff shall include individuals from the 
     Division of Enforcement, Office of Compliance Inspections and 
     Examinations, and Office of Investor Education and Advocacy.
       ``(4) Minimizing duplication of efforts.--In organizing and 
     staffing the Taskforce, the Chairman shall take such actions 
     as may be necessary to minimize the duplication of efforts 
     within the divisions and offices described under paragraph 
     (3)(B) and any other divisions, offices, or taskforces of the 
     Commission.
       ``(5) Functions of the taskforce.--The Taskforce shall--
       ``(A) identify challenges that senior investors encounter, 
     including problems associated with financial exploitation and 
     cognitive decline;
       ``(B) identify areas in which senior investors would 
     benefit from changes in the regulations of the Commission or 
     the rules of self-regulatory organizations;
       ``(C) coordinate, as appropriate, with other offices within 
     the Commission, other taskforces that may be established 
     within the Commission, self-regulatory organizations, and the 
     Elder Justice Coordinating Council; and
       ``(D) consult, as appropriate, with State securities and 
     law enforcement authorities, State insurance regulators, and 
     other Federal agencies.
       ``(6) Report.--The Taskforce, in coordination, as 
     appropriate, with the Office of the Investor Advocate and 
     self-regulatory organizations, and in consultation, as 
     appropriate, with State securities and law enforcement 
     authorities, State insurance regulators, and Federal 
     agencies, shall issue a report every 2 years to the Committee 
     on Banking, Housing, and Urban Affairs of the Senate and the 
     Committee on Financial Services of the House of 
     Representatives, the first of which shall not be issued until 
     after the report described in section 3002 of the JOBS and 
     Investor Confidence Act of 2018 has been issued and 
     considered by the Taskforce, containing--
       ``(A) appropriate statistical information and full and 
     substantive analysis;
       ``(B) a summary of recent trends and innovations that have 
     impacted the investment landscape for senior investors;
       ``(C) a summary of regulatory initiatives that have 
     concentrated on senior investors and industry practices 
     related to senior investors;
       ``(D) key observations, best practices, and areas needing 
     improvement, involving senior investors identified during 
     examinations, enforcement actions, and investor education 
     outreach;
       ``(E) a summary of the most serious issues encountered by 
     senior investors, including issues involving financial 
     products and services;
       ``(F) an analysis with regard to existing policies and 
     procedures of brokers, dealers, investment advisers, and 
     other market participants related to senior investors and 
     senior investor-related topics and whether these policies and 
     procedures need to be further developed or refined;
       ``(G) recommendations for such changes to the regulations, 
     guidance, and orders of the Commission and self-regulatory 
     organizations and such legislative actions as may be 
     appropriate to resolve problems encountered by senior 
     investors; and
       ``(H) any other information, as determined appropriate by 
     the Director of the Taskforce.
       ``(7) Sunset.--The Taskforce shall terminate after the end 
     of the 10-year period beginning on the date of the enactment 
     of this subsection, but may be reestablished by the Chairman.
       ``(8) Senior investor defined.--For purposes of this 
     subsection, the term `senior investor' means an investor over 
     the age of 65.''.

     SEC. 3002. GAO STUDY.

       (a) In General.--Not later than 1 year after the date of 
     enactment of this Act, the Comptroller General of the United 
     States shall submit to Congress and the Senior Investor 
     Taskforce the results of a study on the economic costs of the 
     financial exploitation of senior citizens.
       (b) Contents.--The study required under subsection (a) 
     shall include information with respect to--
       (1) costs--
       (A) associated with losses by victims that were incurred as 
     a result of the financial exploitation of senior citizens;
       (B) incurred by State and Federal agencies, law enforcement 
     and investigatory agencies, public benefit programs, public 
     health programs, and other public programs as a result of the 
     financial exploitation of senior citizens; and
       (C) incurred by the private sector as a result of the 
     financial exploitation of senior citizens; and
       (2) any other relevant costs that--
       (A) result from the financial exploitation of senior 
     citizens; and
       (B) the Comptroller General determines are necessary and 
     appropriate to include in order to provide Congress and the 
     public with a full and accurate understanding of the economic 
     costs resulting from the financial exploitation of senior 
     citizens in the United States.
       (c) Senior Citizen Defined.--For purposes of this section, 
     the term ``senior citizen'' means an individual over the age 
     of 65.

            TITLE XXXI--MIDDLE MARKET IPO UNDERWRITING COST

     SEC. 3101. STUDY ON IPO FEES.

       (a) Study.--The Securities and Exchange Commission, in 
     consultation with the Financial Industry Regulatory 
     Authority, shall carry out a study of the costs associated 
     with small- and medium-sized companies to undertake initial 
     public offerings (``IPOs''). In carrying out such study, the 
     Commission shall--
       (1) consider the direct and indirect costs of an IPO, 
     including--
       (A) fees, such as gross spreads paid to underwriters, IPO 
     advisors, and other professionals;
       (B) compliance with Federal and State securities laws at 
     the time of the IPO; and
       (C) such other IPO-related costs as the Commission 
     determines appropriate;
       (2) compare and analyze the costs of an IPO with the costs 
     of obtaining alternative sources of financing and of 
     liquidity;
       (3) consider the impact of such costs on capital formation;
       (4) analyze the impact of these costs on the availability 
     of public securities of small- and medium-sized companies to 
     retail investors; and
       (5) analyze trends in IPOs over a time period the 
     Commission determines is appropriate to analyze IPO pricing 
     practices, considering--
       (A) the number of IPOs;
       (B) how costs for IPOs have evolved over time, including 
     fees paid to underwriters, investment advisory firms, and 
     other professions for services in connection with an IPO;
       (C) the number of brokers and dealers active in 
     underwriting IPOs;
       (D) the different types of services that underwriters and 
     related persons provide before and after a small- or medium-
     sized company IPO and the factors impacting underwriting 
     costs;
       (E) changes in the costs and availability of investment 
     research for small- and medium-sized companies; and
       (F) any other consideration the Commission considers 
     necessary and appropriate.
       (b) Report.--Not later than the end of the 360-day period 
     beginning on the date of the enactment of this Act, the 
     Commission shall issue a report to the Congress containing 
     all findings and determinations made in carrying out the 
     study required under subsection (a) and any administrative or 
     legislative recommendations the Commission may have.

[[Page H6306]]

  


                  TITLE XXXII--CROWDFUNDING AMENDMENTS

     SEC. 3201. 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 2(a) (15 U.S.C. 77b(a)), by adding at the 
     end the following:
       ``(20) The term `crowdfunding vehicle' has the meaning 
     given the term in section 3(c)(15)(B) of the Investment 
     Company Act of 1940 (15 U.S.C. 80a-3(c)(15)(B)).'';
       (2) in section 4(a)(6) (15 U.S.C. 77d(a)(6))--
       (A) in subparagraph (A)--
       (i) by inserting ``, other than a crowdfunding vehicle,'' 
     after ``sold to all investors''; and
       (ii) by inserting ``other than a crowdfunding vehicle,'' 
     after ``the issuer,''; and
       (B) in subparagraph (B), in the matter preceding clause 
     (i), by inserting ``, other than a crowdfunding vehicle,'' 
     after ``any investor''; and
       (3) in section 4A(f) (15 U.S.C. 77d-1(f))--
       (A) in the matter preceding paragraph (1), by striking 
     ``Section 4(6)'' and inserting ``Section 4(a)(6)''; and
       (B) in paragraph (3), by inserting ``by any of paragraphs 
     (1) through (14) of'' before ``section 3(c)''.
       (b) Amendments to the Investment Company Act of 1940.--
     Section 3(c) of the Investment Company Act of 1940 (15 U.S.C. 
     80a-3(c)) is amended by adding at the end the following:
       ``(15)(A) Any crowdfunding vehicle.
       ``(B) For purposes of this paragraph, the term 
     `crowdfunding vehicle' means a company--
       ``(i) the purpose of which (as set forth in the 
     organizational documents of the company) is limited to 
     acquiring, holding, and disposing of securities issued by a 
     single company in 1 or more transactions made under section 
     4(a)(6) of the Securities Act of 1933 (15 U.S.C. 77d(a)(6));
       ``(ii) that issues only 1 class of securities;
       ``(iii) that receives no compensation in connection with 
     the acquisition, holding, or disposition of securities 
     described in clause (i);
       ``(iv) no investment adviser or associated person of which 
     receives any compensation on the basis of a share of capital 
     gains upon, or capital appreciation of, any portion of the 
     funds of an investor of the company;
       ``(v) the securities of which have been issued in a 
     transaction made under section 4(a)(6) of the Securities Act 
     of 1933 (15 U.S.C. 77d(a)(6)), where both the crowdfunding 
     vehicle and the company whose securities the crowdfunding 
     vehicle holds are co-issuers;
       ``(vi) that is current with respect to ongoing reporting 
     requirements under section 227.202 of title 17, Code of 
     Federal Regulations, or any successor regulation;
       ``(vii) that holds securities of a company that is subject 
     to ongoing reporting requirements under section 227.202 of 
     title 17, Code of Federal Regulations, or any successor 
     regulation; and
       ``(viii) that is advised by an investment adviser that is--
       ``(I) registered under the Investment Advisers Act of 1940 
     (15 U.S.C. 80b-1 et seq.); and
       ``(II) required to--

       ``(aa) disclose to the investors of the company any fees 
     charged by the investment adviser; and
       ``(bb) obtain approval from a majority of the investors of 
     the company with respect to any increase in the fees 
     described in item (aa).''.

       (c) Amendments to the Investment Advisers Act of 1940.--The 
     Investment Advisers Act of 1940 (15 U.S.C. 80b-1 et seq.) is 
     amended--
       (1) in section 202(a) (15 U.S.C. 80b-2(a))--
       (A) by redesignating the second paragraph (29) as paragraph 
     (31); and
       (B) by adding at the end the following:
       ``(32) The term `crowdfunding vehicle' has the meaning 
     given the term in section 3(c)(15)(B) of the Investment 
     Company Act of 1940 (15 U.S.C. 80a-3(c)(15)(B)).
       ``(33)(A) The term `crowdfunding vehicle adviser' means an 
     investment adviser that acts as an investment adviser solely 
     with respect to crowdfunding vehicles.
       ``(B) A determination, for the purposes of subparagraph 
     (A), regarding whether an investment adviser acts as an 
     investment adviser solely with respect to crowdfunding 
     vehicles shall not include any consideration of the activity 
     of any affiliate of the investment adviser.'';
       (2) in section 203 (15 U.S.C. 80b-3), by adding at the end 
     the following:
       ``(o) Crowdfunding Vehicle Advisers.--
       ``(1) In general.--A crowdfunding vehicle adviser shall be 
     required to register under this section.
       ``(2) Tailored requirements.--As necessary or appropriate 
     in the public interest and for the protection of investors, 
     and to promote efficiency, competition, and capital 
     formation, the Commission may tailor the requirements under 
     section 275.206(4)-2 of title 17, Code of Federal 
     Regulations, with respect to the application of those 
     requirements to a crowdfunding vehicle adviser.''; and
       (3) in section 203A(a) (15 U.S.C. 80b-3a(a))--
       (A) in paragraph (1)--
       (i) in subparagraph (A), by striking ``or'' at the end;
       (ii) in subparagraph (B), by striking the period at the end 
     and inserting ``; or''; and
       (iii) by adding at the end the following:
       ``(C) is a crowdfunding vehicle adviser.''; and
       (B) in paragraph (2)--
       (i) in subparagraph (A), by inserting ``a crowdfunding 
     vehicle adviser,'' after ``unless the investment adviser 
     is''; and
       (ii) in subparagraph (B)(ii), in the matter preceding 
     subclause (I), by inserting ``except with respect to a 
     crowdfunding vehicle adviser,'' before ``has assets''.

     SEC. 3202. CROWDFUNDING EXEMPTION FROM REGISTRATION.

       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 inserting the 
     following:
       ``(A) In general.--The Commission'';
       (2) in subparagraph (A), as so designated, 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.--
       ``(i) In general.--An exemption under subparagraph (A) 
     shall be unconditional for securities offered by an issuer 
     that had a public float of less than $75,000,000, as of the 
     last business day of the most recently completed semiannual 
     period of the issuer, which shall be calculated in accordance 
     with clause (ii).
       ``(ii) Calculation.--

       ``(I) In general.--A public float described in clause (i) 
     shall be calculated by multiplying the aggregate worldwide 
     number of shares of the common equity securities of an issuer 
     that are held by non-affiliates by the price at which those 
     securities were last sold (or the average bid and asked 
     prices of those securities) in the principal market for those 
     securities.
       ``(II) Calculation of zero.--If a public float calculation 
     under subclause (I) with respect to an issuer is zero, an 
     exemption under subparagraph (A) shall be unconditional for 
     securities offered by the issuer if the issuer had annual 
     revenues of less than $50,000,000, as of the most recently 
     completed fiscal year of the issuer.''.

  The SPEAKER pro tempore. Pursuant to the rule, the gentleman from 
Texas (Mr. Hensarling) and the gentlewoman from California (Ms. Maxine 
Waters) each will control 20 minutes.
  The Chair recognizes the gentleman from Texas.


                             General Leave

  Mr. HENSARLING. Mr. Speaker, I ask unanimous consent that all Members 
may have 5 legislative days in which to revise and extend their remarks 
and include extraneous material on this bill.
  The SPEAKER pro tempore. Is there objection to the request of the 
gentleman from Texas?
  There was no objection.
  Mr. HENSARLING. Mr. Speaker, I yield myself as much time as I may 
consume.
  Mr. Speaker, two things that are vital to the American economy: 
number one, 3 percent economic growth, and number two, competing with 
China.
  Three percent economic growth, Mr. Speaker, is so important because, 
when you look at the history of America, if you look at jobs that are 
created, if you look at increasing incomes, if you look at decreasing 
unemployment, this happens in our 3 percent-plus growth years, and that 
is why it is so great that America is once again seeing 3 percent-plus 
economic growth.
  But, Mr. Speaker, can we keep it?
  There are some alarming trends that we have to arrest, and that is 
that, unfortunately, entrepreneurship, that is, launching new 
businesses, recently hit a generational low. Companies that are going 
public--and 90 percent of the jobs that a company creates happen after 
they go public, IPOs, initial public offerings--they have been in a 
decline, a 20-year decline, and they have reached a new low.
  If we look at what China is trying to do with their 2025 program, Mr. 
Speaker, and dominate the world in high tech and then we turn around 
and we see that China has over a third of the world's IPOs, America--
our decline is now down to 11 percent--has got to change.
  So thus, today, we are taking up the JOBS and Investor Confidence 
Act, also known as the JOBS Act 3.0.
  What we are trying to do, Mr. Speaker, number one, we are doing it on 
a bipartisan basis, but we are trying to ensure that our entrepreneurs 
at least don't face the challenge of having the capital they need to 
launch their companies, because, Mr. Speaker, when we have more small 
businesses that are launching new enterprises and going public and 
staying public, these are the Amazons and the Googles and the 
Microsofts of the future.
  So, again, Members on both sides of the aisle have come together 
because, historically, capital formation has been a bipartisan issue 
here. We have come together, Democrat and Republican, to make sure that 
these small

[[Page H6307]]

businesses get this start. And we try to treat the whole capital 
formation ecosystem, from venture capital with the HALOS Act and 
helping accredited investors be able to bring their capital to the 
table, to early growth companies and how they have to handle the very 
expensive 404(b) Sarbanes-Oxley provision, to the stages of companies 
going public, but once they go public, Mr. Speaker, the ability to stay 
public, and so we have a venture exchange bill to make sure that they 
can concentrate their liquidity in one area.
  So this is important. It is important to keep 3 percent economic 
growth. It is important that America's garages have fewer old cars, 
more new startups.
  I want to thank Members on both sides of the aisle, but I especially 
want to thank the ranking member, the gentlewoman from California, 
working so strongly and fervently and on a good, bipartisan, 
cooperative basis to produce the JOBS and Investor Confidence Act.
  Mr. Speaker, I expect that we can have a strong bipartisan vote on 
the floor, and I reserve the balance of my time.
  Ms. MAXINE WATERS of California. Mr. Speaker, I yield myself such 
time as I may consume.
  Mr. Speaker, this bill is an example of true bipartisanship. I want 
to thank Chairman Hensarling, the members of the Financial Services 
Committee, and the staff on both sides of the aisle for their work on 
this legislative package.
  S. 488, the JOBS and Investor Confidence Act of 2018, is evidence 
that Democrats and Republicans can come together to strengthen our 
Nation's small businesses and entrepreneurs, bolster investor 
confidence, protect consumers, promote financial stability, and counter 
human and drug trafficking.
  S. 488 helps small businesses grow by encouraging capital formation 
and requires the Securities and Exchange Commission to consider unique 
issues facing rural small businesses and small investment advisers. 
When entrepreneurs are looking to retire, S. 488 allows them to easily 
sell their businesses.
  The bill also requires several rulemakings and studies to encourage 
small businesses to go public, including by protecting them from 
excessive underwriting fees.
  Main Street investors and consumers also benefit from S. 488. One 
provision, which I authored, cracks down on corporate insiders engaged 
in illegal insider trading.
  Democrats also led provisions to enhance disclosures about outsized 
insider voting power.
  The bill also creates a task force at the SEC to protect seniors and 
their financial best interests.
  Additionally, the bill helps nonprofits, like Habitat for Humanity, 
continue to extend affordable mortgages to low-income families aspiring 
to the dream of homeownership.
  Thanks to Mr. Ellison, the legislation enables millions of Americans 
with thin credit files to improve and build their credit by allowing 
alternative types of data, like the on-time payment of rent and 
utilities, to be included in their credit reports without preempting 
State law.
  S. 488 also improves financial stability. The bill directs regulators 
to improve the calculation for bank capital held to offset risk in the 
options and derivatives markets so that riskier products are covered by 
more capital
  Finally, S. 488 strengthens our government's efforts to stop drug and 
human trafficking by preventing criminals who engage in these 
unconscionable acts from accessing the financial system.
  There are several provisions that we did not reach bipartisan 
agreement on in time, including reforms to private offerings under 
regulation D that requires issuers to file disclosures before their 
first sell and after the termination of the offering. I am pleased that 
the chairman has offered to continue working on this and other issues 
with me, and I hope that the Senate has its own chance to make these 
and other changes.
  Throughout my work on this legislation, I insisted that nothing could 
be included that would weaken Dodd-Frank's financial reforms, harm 
consumers, or provide giveaways to Wall Street. Instead, building on 
the bipartisan work of the Financial Services Committee, S. 488 
includes measures that will help small businesses grow and protect 
hardworking Americans who entrust their savings to the capital markets.
  Mr. Speaker, I again thank my colleagues for their strong bipartisan 
support on this legislation, and I reserve the balance of my time.
  Mr. HENSARLING. Mr. Speaker, I yield 2 minutes to the gentleman from 
Michigan (Mr. Huizenga), the chairman of the Capital Markets, 
Securities, and Investments Subcommittee, the real leader of this 
capital formation package on the Republican side of the aisle, and also 
the sponsor of two provisions of the bill: H.R. 477, the Small Business 
Mergers, Acquisitions, Sales, and Brokerage Simplification Act, and 
H.R. 6139, the Improving Investment Research for Small and Emerging 
Issuers Act.

                              {time}  1530

  Mr. HUIZENGA. Mr. Speaker, I thank the chairman for the opportunity 
to lead this effort.
  Mr. Speaker, the United States has the strongest, deepest, and most 
liquid markets in the world, which has helped hardworking Americans 
save for everything from college, to home ownership, to retirement.
  However, over time, our capital markets have become, frankly, less 
stable, less efficient, and less liquid due to the one-size-fits-all 
securities regulations currently in place. In fact, small and midsized 
companies, which are the heartbeat of the American economy, are 
struggling the most because of this outdated regulatory structure. They 
have the most difficult time obtaining the necessary capital and 
financial resources needed in order to expand and create jobs because 
they are drowning in regulation and increased compliance costs.
  Although the bipartisan Jumpstart Our Business Startups Act, JOBS 
Act, back from a few years ago was an important first step in helping 
appropriately tailor regulation and promote capital formation, 
particularly for the small and emerging growth companies, it is clear 
that Congress needs to do more.
  Today's bill, the JOBS and Investor Confidence Act, is a compilation 
of 32 bipartisan bills that will promote capital formation and ensure 
that our regulatory structure is appropriately tailored to allow the 
free flow of capital, strengthen job creation, and increase economic 
growth.
  Mr. Speaker, our economy is finally starting to fire on all 
cylinders. With this reform-minded legislation, we can further unleash 
American innovation, economic growth, and job creation while providing 
greater investment opportunities for Mr. and Mrs. 401(k). Today, we can 
deliver some very commonsense regulatory relief, while also providing 
an important layer of investor protections, and make our capital 
markets even more efficient.
  By voting in support of this important progrowth jobs package, we can 
open the door to innovation, enhance small-business job creation, and 
increase opportunity for hardworking Americans in west Michigan and 
across the Nation.
  Mr. Speaker, I urge all my colleagues to support S. 488, the JOBS and 
Investor Confidence Act, and, again, I say thank you to the chairman, 
the ranking member, and my subcommittee chair as well for their work.
  Ms. MAXINE WATERS of California. Mr. Speaker, I yield 2 minutes to 
the gentlewoman from New York (Mrs. Carolyn B. Maloney), the ranking 
member of our Capital Markets, Securities, and Investment Subcommittee 
of the Financial Services Committee, and the leading sponsor and 
Democratic cosponsor of several of the bills in this package.
  Mrs. CAROLYN B. MALONEY of New York. Mr. Speaker, I thank the 
gentlewoman for yielding and for her leadership.
  Mr. Speaker, I rise in support of the JOBS and Investor Confidence 
Act, which will help in capital formation and help our economy grow. I 
want to thank Chairman Hensarling and Ranking Member Waters for all 
their hard work on this bipartisan package, which reflects a great deal 
of work by all of us on the Financial Services Committee.
  In this package are 22 bills that came through the Capital Markets, 
Securities, and Investment Subcommittee on

[[Page H6308]]

which I serve with Chairman Huizenga as ranking member, and I thank him 
for his leadership in pushing this through.
  This package includes one of my bills, the Family Office Technical 
Correction Act, which is a narrowly tailored solution that will allow 
family offices to better serve their clients. The bill would clarify 
that all family clients of a family office are sophisticated, 
accredited investors. This fixes a problem where, if just one family 
client of a family office isn't an accredited investor, then the entire 
family office can't buy any securities that are limited to accredited 
investors, like privately issued stocks or bonds.
  The package also includes several other bills that I strongly 
support, such as Mr. Himes' Middle Market IPO Underwriting Cost Act. 
This bill will require the SEC to study the costs associated with going 
public, and not just the regulatory costs that have been studied many 
times, but the much higher costs that are paid to the underwriters and 
other professionals when a company decides to go public.
  Ranking Member Waters also has a bill in this package that would 
require the SEC to study and fix a glaring loophole in our insider 
trading laws, where company executives can take advantage of a safe 
harbor to buy and sell stock in their own company based on material, 
nonpublic information.
  Finally, the package includes a bill that would provide a badly 
needed update to the definition of a sophisticated accredited investor, 
which would allow people who can demonstrate that they are 
sophisticated in investment matters to qualify as an accredited 
investor.
  Mr. Speaker, I urge all of my colleagues to support this bipartisan 
package.
  Mr. HENSARLING. Mr. Speaker, I yield 1 minute to the gentleman from 
Ohio (Mr. Chabot), who is the chairman of the House Small Business 
Committee and who has sponsored a very important provision in the 
package, H.R. 79, the Helping Angels Lead Our Startups Act.
  Mr. CHABOT. Mr. Speaker, I thank the gentleman for yielding, and, Mr. 
Speaker, I rise in support of the JOBS and Investor Confidence Act of 
2018.
  Despite an improving economy, small businesses, entrepreneurs, and 
startups still face numerous challenges. One of the chief challenges 
that they face is access to capital, getting money.
  As chairman of the House Small Business Committee, I am pleased to 
say that we have worked together in a bipartisan manner to pass one 
piece of legislation that is contained in this, and we support the 
whole bill, but this one is the HALOS Act, or Helping Angels Lead Our 
Startups Act.
  The HALOS Act would improve how investors and small businesses get 
together at events, called demo days, where the people who have the 
money and people who need the money can actually get together and 
streamline some of the problems that they now face.

  From my State of Ohio, to California, to New York State, all over the 
country, small businesses are the job creators. Seventy percent of the 
new jobs in America are created by small businesses.
  Mr. Speaker, I want to thank Chairman Hensarling for working with the 
Small Business Committee and including the HALOS Act in this very 
important legislation.
  Ms. MAXINE WATERS of California. Mr. Speaker, I yield 2 minutes to 
the gentleman from Georgia (Mr.  David Scott), a senior member of the 
Financial Services Committee and the leading Democratic cosponsor of 
several of the bills in this package.
  Mr. DAVID SCOTT of Georgia. Mr. Speaker, I thank Ranking Member 
Maxine Waters for the excellent leadership she has provided in working 
with our chairman, Jeb Hensarling, in putting together this very good 
package.
  I also want to thank my colleague, the gentleman from Georgia (Mr. 
Loudermilk), my Republican colleague, and his staff for his leadership 
on what is title 8, the exchange regulatory improvement title, which 
mirrors the work that I did, as the gentlewoman from California (Ms. 
Maxine Waters) mentioned, as the Democratic lead on H.R. 3555.
  Mr. Speaker, I want to also mention that we spent about a year 
working on this because it was so important that we give clarification 
and modernization to the term ``facility.'' That term dates all the way 
back to 1934. That is 84 years ago. So we needed to make some changes 
because of the fact that there are many business lines, such as e-
mortgage registries, data analytics, and regulatory compliance 
software, that are obsolete now and have nothing to do with and are 
completely unrelated to the exchange's core business, which is 
facilitating transactions.
  What my colleague Mr. Loudermilk and I are simply trying to do is 
this: If there is a product or business that the exchange has that is 
totally unrelated to the transactions of the exchange, then that 
product should be exempt from SEC oversight. Our bill does this by 
simply asking the SEC, or Securities and Exchange Commission, to set 
forth the facts and the circumstances that it considers when 
determining whether a business line is, in fact, a facility.
  I want to make this final point, and I want to be crystal clear here. 
It is vitally important that the SEC retain oversight of the important 
exchange functions.
  The SPEAKER pro tempore. The time of the gentleman has expired.
  Ms. MAXINE WATERS of California. Mr. Speaker, I yield an additional 
30 seconds to the gentleman.
  Mr. DAVID SCOTT of Georgia. We ran out at 2 minutes there. But this 
is very important, because when you are making changes, you want to 
make clear that you are not taking away any important and critical 
oversight and authority from the SEC.
  So I want to make a point that we work hard to make sure that the SEC 
retains oversight of important exchange functions, such as those 
related to exchange market data, listing standards, member and market 
regulation, colocation, and order routing services. We, the drafters of 
the bill, do not take away any authority from the SEC.
  Mr. HENSARLING. Mr. Speaker, I yield 1 minute to the gentlewoman from 
Missouri (Mrs. Wagner), the chair of our Oversight and Investigations 
Subcommittee, also the lead sponsor of an important provision in this 
package of bills, H.R. 5970, the Modernizing Disclosure for Investors 
Act.
  Mrs. WAGNER. Mr. Speaker, I am proud to rise today in support of the 
JOBS and Investor Confidence Act of 2018, and I urge its immediate 
passage.
  This progrowth legislation is a continuation of the work that our 
committee has done over the last year. We are tailoring regulations for 
small and midsized companies while protecting investors by giving them 
the broadest of investment opportunities. I am especially happy to see 
my bill, the Modernizing Disclosures for Investors Act, included in 
this package.
  H.R. 5970 will go a long way in improving and simplifying disclosure 
requirements for small and emerging growth companies that, for years, 
have struggled with the size and the complexity of these quarterly 
financial reporting forms.
  Mr. Speaker, I congratulate the chairman and the ranking member for 
their work to get this bipartisan bill to the floor. It was no small 
task. Again, I urge all Members to support this bipartisan legislation.
  Ms. MAXINE WATERS of California. Mr. Speaker, I yield 2 minutes to 
the gentleman from Connecticut (Mr. Himes), a member of the Financial 
Services Committee, the chair of the New Democrat Coalition, and the 
author of one of the bills in this package that ensures companies 
aren't paying excessive fees to go public.
  Mr. HIMES. Mr. Speaker, I will start by thanking Chairman Jeb 
Hensarling and Ranking Member Maxine Waters for their great work on 
this bipartisan bill in which we stand up on both sides of the aisle 
today and urge our colleagues to vote for it.
  This has been a gratifying effort to watch around a terribly 
important purpose, which is trying to do all we can, without damaging 
the safety and soundness of our financial system, to make sure that 
young companies, the lifeblood of our economy, the source of 
opportunity for so many people, are given the opportunity to get 
started to pick up momentum and ultimately to provide the products and 
jobs that so benefit our communities.
  I am standing today, in particular, to highlight an element of this 
bill that I

[[Page H6309]]

am very grateful was included, which is title 31. Title 31 would call 
for a study around one of the biggest expenses that young companies 
that are about to go public face. That is the cost of going public, the 
cost that is charged in the form of a growth spread and other costs 
associated with the act of going public.
  We want our companies trading on the public markets. It is a good 
source of capital. It is a good opportunity, in many instances, for 
investors and retail investors, in particular, to participate.

  Growth spreads in this country--that is, the fee for going public--
have been remarkably constant over decades at 7 percent. That is a lot 
of money. For a $200 million IPO, which is not an atypical size, that 
is $14 million. That substantially exceeds the estimates that people 
make about what compliance with regulation costs.
  I have seen estimates for the cost of compliance between $1 million 
and $3 million a year. In a $200 million IPO, $14 million is a huge 
amount of money at a very sensitive moment in a company's lifecycle.
  This study would simply look at it to see if there are things that we 
could do to make this market more efficient, perhaps achieve better 
pricing, perhaps make it easier and less costly for more companies to 
access the public markets.
  I stand in support of this bill, and urge its passage.
  Mr. HENSARLING. Mr. Speaker, I yield 1 minute to the gentleman from 
Kentucky (Mr. Barr), the chair of our Monetary Policy and Trade 
Subcommittee.
  Mr. BARR. Mr. Speaker, I rise today in support of the JOBS and 
Investor Confidence Act of 2018, and I thank the chairman for his 
leadership.
  If America wants to compete in the 21st century economy, then we need 
21st century capital formation rules.

                              {time}  1545

  Currently, many of the securities regulations governing startups and 
investors arise from 1930s-era statutes. Because of this outdated legal 
architecture, the number of business startups is at a 40-year low, and 
the number of companies going public is the lowest it has been in 20 
years. The result is fewer high-paying jobs, less retirement security, 
slower capital formation, and weaker economic growth.
  Fortunately, the JOBS and Investor Confidence Act modernizes our 
regulation of capital markets, enabling greater access to capital for 
small businesses and entrepreneurs. Coupled with historic tax cuts and 
major banking reform that was enacted into law earlier this year, this 
JOBS bill represents the next step in robust economic growth that will 
boost wages, unleash startup enterprises, and finance the future of 
American small businesses.
  Mr. Speaker, I urge my colleagues to vote for the JOBS and Investor 
Confidence Act of 2018.
  Ms. MAXINE WATERS of California. Mr. Speaker, I yield 2 minutes to 
the gentleman from Illinois (Mr. Foster), who is a member of the 
Financial Services Committee and a leading Democratic cosponsor on 
several of the bills in this package.
  Mr. FOSTER. Mr. Speaker, I thank Ranking Member Waters for yielding.
  I want to begin by recognizing the good work of the ranking member 
and the chairman and their staffs in compiling this capital formation 
package. I want to compliment the legislative skill shown by the 
ranking member and her staff in securing minority bills in this 
package, which I recognize involved a lot of give and take.
  We are a long ways from where this Chamber was a little over 13 
months ago when we voted in a very partisan manner on the Financial 
CHOICE Act. I am proud to support this package which contains a number 
of priorities which I supported in committee and on the floor.
  I worked on two of these bills with my colleagues, Congressmen Hill 
and Hultgren. While I know that there are many others who contributed 
to this package, I want to thank in particular Katelynn Bradley, Katy 
Strohmaier, and Lisa Peto of the ranking member's staff for helping 
draft these amendments that led to unanimous support for these two 
bills in committee.
  First, the Options Markets Stability Act would direct the banking 
regulators to write rules to provide far more accurate circulations of 
counterparty credit risk for options and derivatives. Under the current 
exposure method used today, banks that centrally clear trades today on 
behalf of their clients must hold capital against the total notional 
value of any positions without regard for the way hedges offset risk.
  This bill directs the regulators to implement a framework that 
incentivizes central clearing of options and derivatives, which is a 
major part of our response in the Dodd-Frank bill that has provided 
financial stability for the last 8 years.
  The second bill is the Cooperate With Law Enforcement Agencies and 
Watch Act. This bill creates a safe harbor for financial institutions 
and money service businesses from the Bank Secrecy Act so long as they 
have a letter from law enforcement asking for a specific account to be 
kept open. Law enforcement agencies often send these letters so that 
they can follow the money and obtain crucial evidence in 
investigations. This bill will encourage bank cooperation with these 
letters which are otherwise optional because it eliminates a situation 
of technical noncompliance.
  Other provisions in this package will improve transparency in markets 
which drives investor demand from around the world.
  The SPEAKER pro tempore. The time of the gentleman has expired.
  Ms. MAXINE WATERS of California. Mr. Speaker, I yield the gentleman 
from Illinois an additional 20 seconds.
  Mr. FOSTER. Other provisions in this bill will simply make our 
capital markets work better.
  I applaud the bipartisanship of the ranking member and the chairman, 
and I look forward to further improvements in the regulatory landscape 
as our markets evolve.
  Mr. Speaker, I urge all of my colleagues to support this bill.
  Mr. HENSARLING. Mr. Speaker, I yield 1 minute to the gentleman from 
Illinois (Mr. Hultgren), who is the vice-chairman of our Capital 
Markets, Securities, and Investment Subcommittee.
  Mr. Hultgren is the lead sponsor of two provisions of the bill, H.R. 
5749, the Options Market Stability Act, and H.R. 6319, the Expanding 
Investment in Small Businesses Act.
  Mr. HULTGREN. Mr. Speaker, I first want to thank Chairman Hensarling 
and Ranking Member Waters for their hard work in crafting this 
bipartisan package of bills.
  If enacted, this much-needed legislation will deliver American small 
businesses and entrepreneurs improved access to capital, which we all 
know is the foundation for driving job creation and economic growth.
  I am pleased that two of my bills, which are very important to a 
number of stakeholders in Illinois, were included in this package. The 
Options Markets Stability Act will help maintain options for investors 
and support their ability to manage risk in volatile markets.
  The Expanding Investment in Small Businesses Act requires the SEC to 
study and provide a recommendation to Congress regarding the current 
limit on percentage of voting shares a diversified company may hold in 
a single issuer, which is currently discouraging funds from investing 
in small businesses.
  Mr. Speaker, I urge my colleagues to support this job-creating 
legislation.
  The SPEAKER pro tempore. The gentleman from Texas has 10\1/2\ minutes 
remaining. The gentlewoman from California has 7\1/4\ minutes 
remaining.
  Ms. MAXINE WATERS of California. Will the Speaker please check the 
minutes again? We have calculated differently, and we think I have 9 
minutes.

  The SPEAKER pro tempore. The Chair has reviewed the time, and the 
Chair states that the Chair's announcement is correct.
  Ms. MAXINE WATERS of California. I am sorry. What is the Chair saying 
about the time that I have remaining?
  The SPEAKER pro tempore. The gentlewoman has 7\1/4\ minutes 
remaining.
  Ms. MAXINE WATER of California. Mr. Speaker, I yield 2 minutes to the 
gentlewoman from Arizona (Ms. Sinema), who is a member of the Financial 
Services Committee and the leading author of a bill in this package.

[[Page H6310]]

  

  Ms. SINEMA. Mr. Speaker, I rise today in support of the JOBS and 
Investor Confidence Act of 2018. This is a true bipartisan compromise, 
and I thank Chairman Hensarling and Ranking Member Waters for their 
leadership and willingness to work across the aisle.
  Mr. Speaker, every day I hear from Arizonans who are sick and tired 
of the dysfunction in Washington. Arizonans want Congress focused on 
job creation and national security, which is why this package includes 
three bills I helped introduce that create good-paying jobs and fight 
drug cartels that threaten the safety of our border communities.
  First, I introduced the Fostering Innovation Act to deliver 
regulatory relief to cutting-edge biotech companies like HTG Molecular 
Diagnostics in Tucson that are hiring Arizonans into good-paying jobs. 
Our bill cuts red tape to ensure HTG and other innovative biotech 
companies can expand their high-wage workforces and develop lifesaving 
medical breakthroughs.
  I am also a cosponsor of the HALOS Act to help turn good Arizona 
ideas into successful Arizona startups. ASU's SkySong Innovation Center 
is a startup incubator that helps these ideas and visions turn into 
companies and careers, and the HALOS Act cuts red tape to help Arizona 
startups access the capital they need to thrive. That means more good-
paying jobs all over our State.
  To protect Arizonans from violent drug cartels, I am an original 
cosponsor of the National Strategy to Combat the Financing of 
Transnational Criminal Organizations Act. This bill requires the 
administration to take a tough but smart step to combat drug and human 
trafficking, cybercrime, money laundering, and other issues that these 
criminals bring to our communities.
  Mr. Speaker, I will continue to work with anyone willing to get 
things done and deliver for Arizona.
  Mr. HENSARLING. Mr. Speaker, I yield 1 minute to the gentleman from 
Wisconsin (Mr. Duffy), who is the chairman of our Housing and Insurance 
Subcommittee. Mr. Duffy is the sponsor of a provision of this bill, 
H.R. 4537, the International Insurance Standards Act.
  Mr. DUFFY. Mr. Speaker, I want to thank the chairman for his great 
bipartisan work on this package in S. 488, as well as the ranking 
member, Ms. Waters, for her bipartisanship.
  This is a package that takes the finer work, not just over the last 2 
years, but work over the last 4 to 6 years of Chairman Hensarling's 
leadership, puts them together where we have had Democrat, Republican, 
House, and Senate agreement on into a package that can hopefully make 
our markets and our economy work better.
  I want to thank the chairman and the ranking member for including in 
this package our international insurance standards bill. This is a bill 
that was on the floor last week. It passed with a unanimous vote, which 
was fantastic. What we are trying to do is basically make sure that we 
maintain in international agreements our State-based model of 
insurance, that that doesn't get undermined. If we are going to 
undermine State-based insurance, it should come through this 
institution and not through an international agreement.
  Ms. MAXINE WATERS of California. Mr. Speaker, I yield 2 minutes to 
the gentlewoman from Ohio (Mrs. Beatty), who is a member of the 
Financial Services Committee who helped ensure that this bill cracks 
down on the use of digital currency in human trafficking.
  Mrs. BEATTY. Mr. Speaker, I rise today in strong support of this 
bipartisan package brought to the floor today under the leadership of 
Chairman Hensarling and Ranking Member Waters.
  It is not every day the American people get to see bipartisanship in 
action, so it is important for Members today to highlight it when it 
does occur because it really should be the rule of the people's House, 
not the exception.
  Technology and finance evolves by the hour in today's world, and this 
bipartisan package will update our laws to better adapt to that reality 
while also encouraging the American entrepreneur to innovate and solve 
the problems of tomorrow.
  As a businesswoman, I understand that this package will help create 
the businesses of tomorrow and at the same time enhance transparency in 
today's public markets while simultaneously combating the scourge of 
human trafficking.
  I am proud to have worked with my colleague from the other side of 
the aisle, Mr. Royce, to include language in this bill that requires 
the administration to more closely examine and create solutions for 
Congress to consider how human traffickers use emerging technologies 
and virtual currencies to launder money through the global banking 
system in hope of slowing the fastest growing crime in the world.
  My home State of Ohio ranks fourth in the country for human 
trafficking cases according to our State Attorney General's office.
  Mr. Speaker, I thank our ranking member again for allowing me the 
opportunity to push my bill. Working together is the only way we can 
end this inhumane practice.
  Mr. HENSARLING. Mr. Speaker, I yield 1 minute to the gentleman from 
North Carolina (Mr. Pittenger), who is the vice-chairman of the 
Financial Services Subcommittee on Terrorism and Illicit Finance.
  Mr. PITTENGER. Mr. Speaker, I rise today in strong support of the 
House amendment to the JOBS and Investor Confidence Act. This bill that 
was cosponsored with my good friend, Keith Ellison from Minnesota, is 
part of 32 combined bills.

  Our bill, the Credit Accuracy and Inclusion Act, will allow 100 
million Americans to gain better access to credit. That is what this 
bill is all about. Just think about it: an individual now can take 
their rent payment, their car payment, and their utility payment and 
use that to apply toward increasing their better credit application to 
the credit reporting agencies.
  Mr. Speaker, I commend this bill. This is important for our economy, 
and it is important for the American people to be able to go out in the 
market and acquire what they need to acquire in homes and cars to build 
their own wealth.
  So I thank the leadership, I thank Mr. Hensarling, and I thank Ms. 
Waters for her leadership in this bill, and I commend them for this 
bipartisan effort.
  Ms. MAXINE WATERS of California. Mr. Speaker, I yield 2 minutes to 
the gentleman from New Jersey (Mr. Gottheimer), who is a member of the 
Financial Services Committee and author of one of the bills in this 
package.
  Mr. GOTTHEIMER. Mr. Speaker, I rise in support of the JOBS and 
Investor Confidence Act. This important bipartisan package includes my 
Senior Security Act which seeks to protect seniors from financial 
scammers and help them save for retirement.
  I am committed to helping seniors keep their hard-earned money for 
retirement so they can afford to stay in New Jersey and enjoy their 
lives and times with their kids and grandkids. We need to protect 
Social Security and Medicare, cut taxes, and cut costs for our seniors. 
We need to do so by working with both sides of the aisle, with 
Democrats and Republicans.
  For decades, the Greatest Generation has supported their families and 
communities, making America the greatest country in the world. Now we 
need to commit to fighting for them by stopping financial predators 
from scamming seniors out of their savings.
  Older Americans are criminally defrauded of $13 billion annually, in 
most cases by friends, family members, or caregivers. With more than 
10,000 Americans turning 65 every day through 2030, we can't afford 
this any longer.
  The Senior Security Act will identify problems that seniors face 
while saving, making recommendations to Congress to help seniors save 
their hard-earned money.
  Mr. Speaker, I want to thank Chairman Hensarling and Ranking Member 
Waters for their bipartisan work on this package of Financial Services 
bills. I also want to thank Congressman Hollingsworth and Congresswoman 
Sinema for helping co-lead the Senior Security Act, working hard to 
strike a bipartisan compromise. Together we work to protect seniors 
from malicious scammers and ensure our seniors have the savings they 
need and deserve in their golden years.

[[Page H6311]]

  Mr. Speaker, I urge passage of the JOBS and Investor Confidence Act.

                              {time}  1600

  Mr. HENSARLING. Mr. Speaker, I yield 1 minute to the gentleman from 
Pennsylvania (Mr. Rothfus), the vice chairman of our Financial 
Institutions Subcommittee, who is also the lead Republican sponsor of 
one of the bills in the package, H.R. 6069, the Fight Illicit Networks 
and Detect Trafficking Act.
  Mr. ROTHFUS. Mr. Speaker, I want to thank Chairman Hensarling and 
Ranking Member Waters, as well as members of the Financial Services 
Committee from both parties, for this important bipartisan piece of 
legislation.
  Small and emerging businesses drive our economy, create jobs for 
American workers, and are at the forefront of technological change. We 
need to create the conditions where these ventures can access the 
capital they need to grow.
  This legislation builds upon the successes of the JOBS Act and JOBS 
2.0. The JOBS and Investor Confidence Act includes reforms that will 
make it easier for the next Microsoft or Amazon or the developer of the 
next lifesaving treatment to get off the ground. When coupled with the 
progrowth provisions of a revamped Tax Code, especially the Opportunity 
Zones program, this will bring capital to marginalized areas and create 
opportunity for all.
  This package includes an important and, again, bipartisan bill that 
Congressman Vargas and I introduced. The FIND Trafficking Act directs 
the Comptroller of the Currency to study how virtual currencies and 
online marketplaces can be misused by bad actors to trade in illicit 
goods or facilitate human trafficking. I thank the chairman for 
including this bill in the package.
  Mr. Speaker, I urge all of my colleagues to support the passage of 
the JOBS and Investor Confidence Act.
  Ms. MAXINE WATERS of California. Mr. Speaker, I reserve the balance 
of my time.
  Mr. HENSARLING. Mr. Speaker, I yield 1 minute to the gentleman from 
California (Mr. Sherman), a senior Democrat on the committee and the 
lead sponsor of the bill.
  Mr. SHERMAN. Mr. Speaker, I thank the gentleman for yielding.
  Mr. Speaker, I want to applaud the chair and the ranking member for a 
tour de force of bipartisanship: 32 bipartisan bills with near 
unanimous support in our committee, all put together in one outstanding 
package.
  I want to thank them both for including in this the BUILD Act, 
introduced by Mr. Loudermilk and me. This bill will help Habitat for 
Humanity and similar organizations. It says that when they provide a 
zero percent loan, they can use the old disclosure forms or the new 
disclosure forms, whichever is easiest for them and whichever they have 
the software to produce.
  This bill is supported by Habitat for Humanity International and the 
National Housing Conference. It passed our committee with a unanimous 
53-0 recorded vote.
  I want to thank both the chairman and the ranking member for 
including this legislation in an excellent package, and I urge a 
``yes'' vote.
  Ms. MAXINE WATERS of California. Mr. Speaker, I reserve the balance 
of my time.
  Mr. HENSARLING. Mr. Speaker, I yield 1 minute to the gentleman from 
Texas (Mr. Williams), the vice chairman of the Financial Services 
Subcommittee on Monetary Policy and Trade.
  Mr. WILLIAMS. Mr. Speaker, I rise today in strong support of the JOBS 
and Investor Confidence Act of 2018, which is comprised of 32 pieces of 
legislation that have passed the committee or the House this Congress 
with wide bipartisan support.
  As a small business owner, I know how suffocating Big Government can 
be for the little guy. The fact is small businesses makes up 90 percent 
of American companies and employ almost half of our workforce. We need 
to fight for them.
  In order for the United States to compete with the global market, we 
must continue to sustain long-term economic growth, and that starts 
with the passage of the JOBS and Investors Confidence Act of 2018.
  I am proud to join my colleagues on both sides of the aisle in 
support of this bipartisan legislation, and I am looking forward to the 
Senate passing this package quickly. Quite simply, business is good.
  In God we trust.
  Ms. MAXINE WATERS of California. Mr. Speaker, I continue to reserve 
the balance of my time.
  Mr. HENSARLING. Mr. Speaker, I yield 1 minute to the gentleman from 
Arkansas (Mr. Hill), the majority whip of the committee and also the 
lead sponsor of H.R. 5783, the Cooperate with Law Enforcement Agencies 
and Watch Act, and who worked, also, extensively on H.R. 1585, the Fair 
Investment Opportunities for Professional Experts Act.
  Mr. HILL. Mr. Speaker, a hardy congratulations to Chairman Hensarling 
and the ranking member for this exceptional package, the JOBS and 
Investor Confidence Act. I support it, and I urge my colleagues to 
support it as well.
  This important bill includes H.R. 1585, a bill that I worked on with 
my friends from Arizona, Ms. Sinema and Mr. Schweikert, and a bill also 
supported and helped by Mrs. Maloney of New York. I would like to 
highlight title IV.
  This bill expands the accredited investor definition by recognizing 
the ability to participate in a private offering should not be based 
solely on an asset or an income test, but that individuals who have 
the sophistication should also be able to participate.

  I have spent much of my career helping small companies obtain 
funding, helping them do private placements under regulation D. This 
has been a long time in coming. It is a matter of basic fairness, which 
will provide greater investment opportunities for more Americans and 
help our businesses grow and invest their capital faster.
  I encourage all my colleagues to support this good measure.
  Ms. MAXINE WATERS of California. Mr. Speaker, I continue to reserve 
the balance of my time.
  Mr. HENSARLING. Mr. Speaker, I yield 1 minute to the gentleman from 
Minnesota (Mr. Emmer), who is the lead sponsor of a very important 
provision in the package, H.R. 5877, the Main Street Growth Act.
  Mr. EMMER. Mr. Speaker, I rise today in support of the JOBS and 
Investor Confidence Act of 2018.
  Terms like ``capital formation,'' ``liquidity,'' and ``qualified 
investor'' may sound like Washington jargon. In reality, they represent 
a few of the many important building blocks that drive our markets and 
create jobs and opportunity around our country.
  On the heels of the largest regulatory relief effort in nearly a 
decade, the JOBS Act 3.0 will breathe new light into the 
entrepreneurial spirit that makes our country so special.
  This package of nonpartisan reforms includes several policy changes 
to help small businesses and startups access the most liquid and 
vibrant markets in the world, including the text of our Main Street 
Growth Act, which the House unanimously adopted last week.
  I appreciate the efforts of the chairman and the ranking member to 
bring this significant legislation to the floor, and I encourage all of 
my colleagues to support the continued growth of our economy and to 
vote ``yes'' on the JOBS Act 3.0.
  Ms. MAXINE WATERS of California. Mr. Speaker, I continue to reserve 
the balance of my time.
  Mr. HENSARLING. Mr. Speaker, I yield 1 minute to the gentleman from 
Georgia (Mr. Loudermilk), who is the lead sponsor of two provisions in 
the package: H.R. 3555, the Exchange Regulatory Improvement Act, and 
H.R. 5953, the earlier referenced BUILD Act.
  Mr. LOUDERMILK. Mr. Speaker, let me thank Chairman Hensarling for not 
only working on this bill, but working to include these two important 
provisions as part of this 32-bill strong, bipartisan package we are 
bringing forward today. This is going to go a long way for small 
business as well as consumers in this Nation.
  I also want to thank Mr. Meeks and Mr. Scott for working with me on 
the Exchange Regulatory Improvement Act, which passed the Financial 
Services Committee unanimously, and also Mr. Sherman for working with 
me on the BUILD Act, which also passed the committee unanimously.
  I appreciate the bipartisan work we have seen come together on this 
bill,

[[Page H6312]]

and I want to echo my strong support with all of my colleagues in 
support of this bill.
  Ms. MAXINE WATERS of California. Mr. Speaker, I continue to reserve 
the balance of my time.
  Mr. HENSARLING. Mr. Speaker, I yield 1 minute to the gentleman from 
North Carolina (Mr. Budd), the lead sponsor of one of the provisions in 
the bill, H.R. 3903, the Encouraging Public Offerings Act.
  Mr. BUDD. Mr. Speaker, I thank the gentleman for yielding.
  Mr. Speaker, I rise today in strong support of this bipartisan JOBS 
and Investor Confidence Act, and I appreciate Chairman Hensarling for 
his leadership on this capital formation package.
  I want to highlight my own bill included in this package, H.R. 3903, 
the Encouraging Public Offerings Act, which allows issuers to submit to 
the SEC for confidential review, before publicly filing, draft 
registration statements for IPOs.
  H.R. 3903 will reduce the risk to companies that are contemplating 
going public in order to make listing on exchanges more attractive, 
which, in the end, will only strengthen America's financial markets.
  Mr. Speaker, the JOBS and Investor Confidence Act will make it easier 
for startups and small businesses in my district to attract the 
investments they need to go public, to grow, and to create more jobs. I 
am proud to support it.
  Ms. MAXINE WATERS of California. Mr. Speaker, I have no further 
requests for time, and I yield myself the remainder of my time to 
close.
  I once again thank my colleagues for their outstanding bipartisan 
work on this carefully crafted bipartisan legislation. S. 488, the JOBS 
and Investor Confidence Act of 2018, is an example of Members on both 
sides of the aisle working together to support our Nation's small 
businesses and investors.
  S. 488 facilitates access to capital for small businesses, increases 
protections for consumers and investors, fights the scourge of drug and 
human trafficking, and promotes financial stability.
  S. 488 is supported by institutional investors, angel investors, 
venture capitalists, biotech companies, credit unions, small 
businesses, entrepreneurs, and exchanges. This bill will help 
entrepreneurs, small businesses, and investors to thrive in our 
economy.
  Finally, I would like to thank Mr. Hensarling for his foresight in 
knowing that this was possible because both sides of the aisle really 
support small businesses. It was Mr. Hensarling who said: Given that we 
do both support small businesses, why can't we come together around a 
package where we have already shown our support on individual bills 
either in committee or on the floor and put it all together?
  He did that. He provided that leadership. I joined with him.
  Our staffs are to be congratulated because they worked very hard on 
both sides of the aisle to work out any concerns that we may have, any 
differences that we may have. They did a magnificent job, and they 
are responsible for helping us to understand what certainly is and was 
possible.

  So despite this, if I may say, there are many onlookers who never 
thought this could happen. There are many pundits, those who come from 
special interests, those who come from right here in the House on both 
sides of the aisle, who are still questioning.
  The SPEAKER pro tempore (Mr. Francis Rooney of Florida). The time of 
the gentlewoman has expired.
  Mr. HENSARLING. Mr. Speaker, I yield the gentlewoman from California 
an additional 30 seconds.
  Ms. MAXINE WATERS of California. Mr. Speaker, I had one inquiry from 
one of the magazines, I believe it was, who said: Tell me what happened 
in the background, what was really going on. How did this all come 
together?
  I want the gentleman from Texas to know I told him it is none of his 
business. It really happened, and we are pleased about it. We worked 
very hard on that.
  Mr. Speaker, I thank Mr. Hensarling and all of the members who worked 
so hard to make this happen, and I yield back the balance of my time.
  Mr. HENSARLING. Mr. Speaker, may I inquire how much time I have 
remaining.
  The SPEAKER pro tempore. The gentleman from Texas has 1 minute 
remaining.
  Mr. HENSARLING. Mr. Speaker, I yield myself the balance of my time.
  Indeed, Mr. Speaker, some would say the ranking member and I can't 
agree even on the time of day. I was told when this debate started that 
thunderstorms came over Washington, D.C., it was that monumental of an 
achievement.
  But in seriousness, I do want to offer my thanks and my gratitude to 
the ranking member. She and her staff worked very constructively with 
us on this bill and the preceding important bill, the CFIUS reform, 
which we are still trying to work out our differences on with the 
Senate. But, long story short, we came together.
  This is going to be an important day for small business. It is an 
important day for 3 percent economic growth, which is so important to 
American families.
  I, too, want to echo how important the work of our staffs is. 
Particularly on the majority side, I wish to thank Kevin Edgar and 
Fritz Vaughan and their staff for their contribution.
  This is going to make a difference, ultimately, because small 
businesses one day become big businesses. This will make a difference 
in economic growth for all Americans.
  Mr. Speaker, I urge all Members to support the JOBS and Investor 
Confidence Act of 2018, and I yield back the balance of my time.

                              {time}  1615

  The SPEAKER pro tempore. The question is on the motion offered by the 
gentleman from Texas (Mr. Hensarling) that the House suspend the rules 
and pass the bill, S. 488, as amended.
  The question was taken.
  The SPEAKER pro tempore. In the opinion of the Chair, two-thirds 
being in the affirmative, the ayes have it.
  Mr. HENSARLING. Mr. Speaker, on that I demand the yeas and nays.
  The yeas and nays were ordered.
  The SPEAKER pro tempore. Pursuant to clause 8 of rule XX, further 
proceedings on this motion will be postponed.

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