S. 2924

[Congressional Bills 119th Congress]
[From the U.S. Government Publishing Office]
[S. 2924 Introduced in Senate (IS)]

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119th CONGRESS
1st Session
S. 2924

To require the Securities and Exchange Commission to carry out a study 
and rulemaking on the definition of the term ``small entity'' under the 
securities laws for purposes of chapter 6 of title 5, United States 
Code, and for other purposes.

_______________________________________________________________________

IN THE SENATE OF THE UNITED STATES

September 29, 2025

Mrs. Britt (for herself and Mr. Kim) introduced the following bill; 
which was read twice and referred to the Committee on Banking, Housing, 
and Urban Affairs

_______________________________________________________________________

A BILL

To require the Securities and Exchange Commission to carry out a study 
and rulemaking on the definition of the term ``small entity'' under the 
securities laws for purposes of chapter 6 of title 5, United States 
Code, and for other purposes.

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 ``Small Entity Update Act''.

SEC. 2. STUDIES, REPORTS, AND RULES REGARDING SMALL ENTITIES.

(a) Definitions.--In this section--
(1) the term ``Commission'' means the Securities and 
Exchange Commission; and
(2) the term ``small entity''--
(A) has the meaning given the term in section 601 
of title 5, United States Code, with respect to the 
activities of the Commission; and
(B) includes any definition established by the 
Commission of the term ``small business'', ``small 
organization'', ``small governmental jurisdiction'', or 
``small entity'' under paragraph (3), (4), (5), or (6), 
respectively, of section 601 of title 5, United States 
Code, with respect to the activities of the Commission.
(b) Studies and Reports.--Not later than 1 year after the date of 
enactment of this Act, and again 5 years thereafter, the Commission 
shall--
(1) conduct a study of the definition of the term ``small 
entity'' with respect to the activities of the Commission for 
the purposes of chapter 6 of title 5, United States Code, which 
shall consider--
(A) the extent to which the definition of the term 
``small entity'', as in effect during the period in 
which the study is conducted, aligns with the findings 
and declarations made under section 2(a) of the 
Regulatory Flexibility Act (5 U.S.C. 601 note);
(B) the amount by which financial markets in the 
United States have grown since the last time the 
Commission amended the definition of the term ``small 
entity'', if applicable; and
(C) how the Commission should define the term 
``small entity'' to ensure that a meaningful number of 
entities would fall under that definition; and
(2) submit to Congress a report that includes--
(A) the results of the applicable study conducted 
under paragraph (1); and
(B) specific and detailed recommendations on the 
ways in which the Commission could amend the definition 
of the term ``small entity'' to--
(i) be consistent with the results 
described in subparagraph (A); and
(ii) expand the number of entities covered 
by such definition.
(c) Rulemaking.--Concurrently with, or after the completion of, 
each study required under subsection (b), the Commission shall, subject 
to public notice and comment, revise the rules of the Commission 
consistent with the results of such study.
(d) Inflation Adjustments.--After the Commission issued the final 
rule revisions required under subsection (c), and every 5 years 
thereafter, the Commission shall adjust any dollar figures under the 
definition of small entity established by the Commission to reflect the 
change in the Consumer Price Index for All Urban Consumers published by 
the Bureau of Labor Statistics of the Department of Labor.
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