119-hr3383

[Congressional Bills 119th Congress]
[From the U.S. Government Publishing Office]
[H.R. 3383 Reported in House

    (RH) ]

<DOC>

 Union Calendar No. 135
119th CONGRESS
 1st Session
 H. R. 3383

 [Report No. 119-169]

 To amend the Investment Company Act of 1940 with respect to the 
 authority of closed-end companies to invest in private funds.

_______________________________________________________________________

 IN THE HOUSE OF REPRESENTATIVES

 May 14, 2025

Mrs. Wagner (for herself, Mr. Meeks, Mr. Torres of New York, Mr. David 
 Scott of Georgia, and Mr. Sessions) introduced the following bill; 
 which was referred to the Committee on Financial Services

 June 25, 2025

 Reported with an amendment, committed to the Committee of the Whole 
 House on the State of the Union, and ordered to be printed
 [Strike out all after the enacting clause and insert the part printed 
 in italic]
[For text of introduced bill, see copy of bill as introduced on May 14, 
 2025]

_______________________________________________________________________

 A BILL

 To amend the Investment Company Act of 1940 with respect to the 
 authority of closed-end companies to invest in private funds.

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

SECTION 1. SHORT TITLE.

 This Act may be cited as the ``Increasing Investor Opportunities 
Act''.

SEC. 2. CLOSED-END COMPANY AUTHORITY TO INVEST IN PRIVATE FUNDS.

    (a) In General.--

Section 5 of the Investment Company Act of 1940 
(15 U.S.C. 80a-5) is amended by adding at the end the following:
 ``
            (d) Closed-end Company Authority to Invest in Private Funds.--
 ``

    (1) In general.--Except as otherwise prohibited or 
 restricted by this Act (or any rule issued under this Act), the 
 Commission may not prohibit or otherwise limit a closed-end 
 company from investing any or all of the assets of the closed-
 end company in securities issued by private funds.
 ``

    (2) Other restrictions on commission authority.--Except 
 as otherwise prohibited or restricted by this Act (or any rule 
 issued under this Act), the Commission may not impose any 
 condition on, restrict, or otherwise limit--
 ``
        (A) the offer to sell, or the sale of, securities 
 issued by a closed-end company that invests, or 
 proposes to invest, in securities issued by private 
 funds; or
 ``
        (B) the listing of the securities of a closed-end 
 company described in subparagraph
        (A) on a national 
 securities exchange.
 ``

    (3) Unrelated restrictions.--The Commission may impose a 
 condition on, restrict, or otherwise limit an activity 
 described in paragraph

    (1) or subparagraph
        (A) or
        (B) of 
 paragraph

    (2) if that condition, restriction, or limitation is 
 unrelated to the underlying characteristics of a private fund 
 or the status of a private fund as a private fund.
 ``

    (4) Rule of application.--Notwithstanding 

section 6

    (f) , 
 this subsection shall also apply to a closed-end company that 
 elects to be treated as a business development company pursuant 
 to 

section 54.''.

    (b) Definition of Private Fund.--

Section 2

    (a) of the Investment 
Company Act of 1940 (15 U.S.C. 80a-2

    (a) ) is amended by adding at the 
end the following:
 ``

    (55) The term `private fund' has the meaning given in 
 

section 202

    (a) of the Investment Advisers Act of 1940 (15 
 U.S.C. 80b-2

    (a) ).''.
            (c) Treatment by National Securities Exchanges.--

Section 6 of the 
Securities Exchange Act of 1934 (15 U.S.C. 78f) is amended by adding at 
the end the following:
 ``
            (m) (1) Except as otherwise prohibited or restricted by rules of 
the exchange that are consistent with 

section 5
            (d) of the Investment 
Company Act of 1940 (15 U.S.C. 80a-5
            (d) ), an exchange may not prohibit, 
condition, restrict, or impose any other limitation on the listing or 
trading of the securities of a closed-end company when the closed-end 
company invests, or may invest, some or all of the assets of the 
closed-end company in securities issued by private funds.
 ``

    (2) In this subsection--
 ``
        (A) the term `closed-end company'--
 ``
            (i) has the meaning given the term in 

section 5

    (a) of the Investment Company Act of 1940 (15 U.S.C. 
 80a-5

    (a) ); and
 ``
            (ii) includes a closed-end company that elects to 
 be treated as a business development company pursuant 
 to 

section 54 of the Investment Company Act of 1940 (15 
 U.S.C. 80a-53); and
 ``
        (B) the term `private fund' has the meaning given in 
 

section 202

    (a) of the Investment Advisers Act of 1940 (15 
 U.S.C. 80b-2

    (a) ).''.
            (d) Investment Limitation.--

Section 3
            (c) of the Investment Company 
Act of 1940 (15 U.S.C. 80a-3
            (c) ) is amended--

    (1) in paragraph

    (1) , in the matter preceding subparagraph
        (A) , in the second sentence, by striking ``subparagraphs
        (A)
            (i) and
        (B)
            (i) '' and inserting ``subparagraphs
        (A)
            (i) ,
        (B)
            (i) , and
            (C) ''; and

    (2) in paragraph

    (7)
            (D) , by striking ``subparagraphs
        (A)
            (i) and
        (B)
            (i) '' and inserting ``subparagraphs
        (A)
            (i) ,
        (B)
            (i) , and
            (C) ''.

    (e) Rules of Construction.--

    (1) Nothing in this section or the amendments made by this 
 section may be construed to limit or amend any fiduciary duty 
 owed to a closed-end company (as defined in 

section 5

    (a)

    (2) of 
 the Investment Company Act of 1940 (15 U.S.C. 80a-5

    (a)

    (2) )) or 
 by an investment adviser (as defined under 

section 2

    (a) of the 
 Investment Company Act of 1940 (15 U.S.C. 80a-2

    (a) )) to a 
 closed-end company.

    (2) Nothing in this section or the amendments made by this 
 section may be construed to limit or amend the valuation, 
 liquidity, or redemption requirements or obligations of a 
 closed-end company (as defined in 

section 5

    (a)

    (2) of the 
 Investment Company Act of 1940 (15 U.S.C. 80a-5

    (a)

    (2) )) as 
 required by the Investment Company Act of 1940.
 Union Calendar No. 135

119th CONGRESS

 1st Session

 H. R. 3383

 [Report No. 119-169]

_______________________________________________________________________

 A BILL

 To amend the Investment Company Act of 1940 with respect to the 
 authority of closed-end companies to invest in private funds.

_______________________________________________________________________

 June 25, 2025

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