Sec. 101. Limitation on disclosure requirements
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Section 2(b) of the Securities Act of 1933 ( 15 U.S.C. 77b(b) ) is amended— in the subsection heading, by inserting after ; Limitation on Disclosure Requirements ; Formation by striking Whenever and inserting the following: Whenever ; and by adding at the end the following: Whenever pursuant to this title the Commission is engaged in rulemaking regarding disclosure obligations of issuers, the Commission shall expressly provide that an issuer is only required to disclose information in response to such disclosure obligations to the extent the issuer has determined that such information is material with respect to a voting or investment decision regarding the securities of such issuer.
Subparagraph
(A)shall not apply with respect to the removal of any disclosure requirement with respect to an issuer. For the purposes of this paragraph, information is considered material with respect to a voting or investment decision regarding the securities of an issuer if there is a substantial likelihood that a reasonable investor would view the failure to disclose that information as having significantly altered the total mix of information made available to the investor. . Section 3(f) of the Securities Exchange Act of 1934 ( 15 U.S.C. 78c(f) ) is amended— in the subsection heading, by inserting after ; Limitation on Disclosure Requirements ; Formation by striking Whenever and inserting the following: Whenever ; and by adding at the end the following: Whenever pursuant to this title the Commission is engaged in rulemaking regarding disclosure obligations of issuers, the Commission shall expressly provide that an issuer is only required to disclose information in response to such disclosure obligations to the extent the issuer has determined that such information is material with respect to a voting or investment decision regarding the securities of such issuer. Subparagraph
(A)shall not apply with respect to the removal of any disclosure requirement with respect to an issuer. For the purposes of this paragraph, information is considered material with respect to a voting or investment decision regarding the securities of an issuer if there is a substantial likelihood that a reasonable investor would view the failure to disclose that information as having significantly altered the total mix of information made available to the investor. .
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