H.R. 2441

119th CONGRESS 1st Session

To provide for the electronic delivery of certain regulatory document required under the securities laws.

IN THE HOUSE OF REPRESENTATIVES · March 27, 2025 · Sponsor: Mr. Huizenga · Committee: Committee on Financial Services

Table of contents

• H.R. 2441
  • SEC. 1. Short title
  • SEC. 2. Electronic delivery

SEC. 1. Short title

• This Act may be cited as the Improving Disclosure for Investors Act of 2025.

SEC. 2. Electronic delivery

• (a) Promulgation of rules
  • Not later than 180 days after the date of the enactment of this section, the Securities and Exchange Commission shall propose and, not later than 1 year after the date of the enactment of this section, the Commission shall finalize rules, regulations, amendments, or interpretations, as appropriate, to allow a covered entity to satisfy the entity’s obligation to deliver regulatory documents required under the securities laws to investors using electronic delivery.
• (b) Required provisions
  • Rules, regulations, amendments, or interpretations the Commission promulgates pursuant to subsection (a) shall:
    • With respect to investors that do not receive all regulatory documents by electronic delivery, provide for—
      • delivery of an initial communication in paper form regarding electronic delivery;
      • a transition period not to exceed 180 days until such regulatory documents are delivered to such investors by electronic delivery; and
      • during a period not to exceed 2 years following the transition period set forth in subparagraph (B), delivery of an annual notice in paper form solely reminding such investors of the ability to opt out of electronic delivery at any time and receive paper versions of regulatory documents.
    • Set forth requirements for the content of the initial communication described in paragraph (1)(A).
    • Set forth requirements for the timing of delivery of a notice of website availability of regulatory documents and the content of the appropriate notice described in subsection (g)(3)(B).
    • Provide a mechanism for investors to opt out of electronic delivery at any time and receive paper versions of regulatory documents.
    • Require measures reasonably designed to identify and remediate failed electronic deliveries of regulatory documents.
    • Set forth minimum requirements regarding readability and retainability for regulatory documents that are delivered electronically.
    • For covered entities other than brokers, dealers, investment advisers registered with the Commission, and investment companies, require measures reasonably designed to ensure the confidentiality of personal information in regulatory documents that are delivered to investors electronically.
• (c) Exemption from certain requirements
  • Section 101(c) of the Electronic Signatures in Global and National Commerce Act () shall not apply with respect to a regulatory document delivered in accordance with this section. 15 U.S.C. 7001(c)
• (d) Rule of construction
  • Nothing in this section shall be construed as altering the substance or timing of any regulatory document obligation under the securities laws or regulations of a self-regulatory organization.
• (e) Treatment of revisions not completed in a timely manner
  • If the Commission fails to finalize the rules, regulations, amendments, or interpretations required under subsection (a) before the date specified in such subsection—
    • a covered entity may deliver regulatory documents using electronic delivery in accordance with subsections (b) and (c); and
    • such electronic delivery shall be deemed to satisfy the obligation of the covered entity to deliver regulatory documents required under the securities laws.
• (f) Other required actions
  • (1) Review of rules
    • The Commission shall—
      • within 180 days of the date of enactment of this Act, conduct a review of the rules and regulations of the Commission to determine whether any such rules or regulations require delivery of written documents to investors; and
      • within 1 year of the date of enactment of this Act, promulgate amendments to such rules or regulations to provide that any requirement to deliver a regulatory document may be satisfied by electronic delivery. in writing
  • (2) Actions by self-regulatory organizations
    • Each self-regulatory organization shall adopt rules and regulations, or amend the rules and regulations of the self-regulatory organization, consistent with this Act and consistent with rules, regulations, amendments, or interpretations finalized by the Commission pursuant to subsection (a).
  • (3) Rule of application
    • This subsection shall not apply to a rule or regulation issued pursuant to a Federal statute if that Federal statute specifically requires delivery of paper documents to investors.
• (g) Definitions
  • In this section:
    • The term Commission means the Securities and Exchange Commission.
    • The term covered entity means—
    • The term , with respect to regulatory documents, includes— electronic delivery
    • The term includes— regulatory documents
    • The term securities laws has the meaning given the term in section 3(a) of the Securities Exchange Act of 1934 (). 15 U.S.C. 78c(a)
    • The term self-regulatory organization means—
    • The term website means an internet website or other digital, internet, or electronic-based information repository, including a mobile application.