On July 21, 2025, the House of Representatives (the “House”) passed five bills relating to capital formation, in particular affecting small entities and emerging growth companies (“EGCs”). As discussed in a previous post, these bills were reported to the House by the House Committee on Financial Services. Each bill was passed by unanimous voice vote, indicating bipartisan support and is summarized below:
- H.R. 1469, the Senior Security Act of 2025, would establish the Senior Investor Taskforce (the “Taskforce”) within the SEC. The Taskforce would issue reports on topics relating to investors over age 65, including (but not limited to) industry trends and pertinent issues impacting such investors. This would also enable the Taskforce to take recommendations for legislative and/or regulatory actions that address problems encountered by senior investors. In addition, this act provides that the Government Accountability Office must report on financial exploitation of senior citizens.
- H.R. 3339, the Equal Opportunity for All Investors Act of 2025, would allow an individual to qualify as an “accredited investor” by passing an examination established by the SEC and administered by FINRA. This bill had been introduced by a bipartisan group comprising U.S. Representatives M. Flood (R-NE), C. Fields (D-LA), M. Lawler (R-NY), S. McBride (D-DE), and S. Thanedar (D-MI) in May 2025.
- H.R. 3343, the Greenlighting Growth Act, would establish that an EGC, as well as any issuer that went public using EGC disclosure obligations, would only need to provide two years of audited financial statements even when such EGC acquires another company.
- H.R. 3382, the Small Entity Update Act, would direct the SEC to conduct a study, followed by a rulemaking consistent with the results of such study, to define “small entity” under the Regulatory Flexibility Act (the “RFA”). Currently, the RFA requires federal agencies to consider the impact of regulations on small entities (including small businesses, small governmental units and small non-profit organizations). The RFA would mandate that agencies conduct regulatory flexibility analyses, explore less burdensome alternatives and explain their choices, especially when a particular rule is expected to have a significant economic impact on a substantial number of small entities.
- H.R. 3395, the Middle Market IPO Underwriting Cost Act would require the Comptroller General, in consultation with the SEC and FINRA, to study and report on the costs encountered by small- and medium-sized companies when undertaking IPOs.
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