H.R. 2365

[Congressional Bills 119th Congress] [From the U.S. Government Publishing Office] [H.R. 2365 Introduced in House (IH)] <DOC> 119th CONGRESS 1st Session H. R. 2365 To amend the securities laws to exclude investment contract assets from the definition of a security. _______________________________________________________________________ IN THE HOUSE OF REPRESENTATIVES March 26, 2025 Mr. Emmer (for himself and Mr. Soto) introduced the following bill; which was referred to the Committee on Financial Services _______________________________________________________________________ A BILL To amend the securities laws to exclude investment contract assets from the definition of a security. 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 referred to as the ``Securities Clarity Act of 2025''. SEC. 2. TREATMENT OF INVESTMENT CONTRACT ASSETS. (a) Securities Act of 1933.--Section 2(a) of the Securities Act of 1933 (15 U.S.C. 77b(a)) is amended-- (1) in paragraph (1), by adding at the end the following: ``The term `security' does not include an investment contract asset.''; and (2) by adding at the end the following: ``(20) The term `investment contract asset' means a fungible digital representation of value-- ``(A) that can be exclusively possessed and transferred, person to person, without necessary reliance on an intermediary, and is recorded on a cryptographically secured public distributed ledger; ``(B) sold or otherwise transferred, or intended to be sold or otherwise transferred, pursuant to an investment contract; and ``(C) that is not otherwise a security pursuant to the first sentence of paragraph (1).''. (b) Investment Advisers Act of 1940.--Section 202(a)(18) of the Investment Advisers Act of 1940 (15 U.S.C. 80b-2(a)(18)) is amended by adding at the end the following: ``The term `security' does not include an investment contract asset (as such term is defined under section 2(a) of the Securities Act of 1933).''. (c) Investment Company Act of 1940.--Section 2(a)(36) of the Investment Company Act of 1940 (15 U.S.C. 80a-2(a)(36)) is amended by adding at the end the following: ``The term `security' does not include an investment contract asset (as such term is defined under section 2(a) of the Securities Act of 1933).''. (d) Securities Exchange Act of 1934.--Section 3(a)(10) of the Securities Exchange Act of 1934 (15 U.S.C. 78c(a)(10)) is amended by adding at the end the following: ``The term `security' does not include an investment contract asset (as such term is defined under section 2(a) of the Securities Act of 1933).''. (e) Securities Investor Protection Act of 1970.--Section 16(14) of the Securities Investor Protection Act of 1970 (15 U.S.C. 78lll(14)) is amended by adding at the end the following: ``The term `security' does not include an investment contract asset (as such term is defined under section 2(a) of the Securities Act of 1933).''. <all>