Middle Market IPO Cost Act

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Bill ID: 119/hr/3395

Last Updated: July 17, 2026

Middle Market IPO Cost Act

HR. 3395, 119th Congress — read as touching Investment Banking & Securities.

The sponsor

Rep. Himes, James A. [D-CT-4]

Every bill has someone who introduced it. That name is where the paper trail starts.

The money

$69,300 raised

21 itemised contributions to this sponsor, pulled from FEC filings.

The alignment

85% match to Project 2025

This bill's text tracks the "Trade" section, p. 863-865 of the Mandate for Leadership.

Bill's Journey to Becoming a Law

Track this bill's progress through the legislative process

Latest Action

Received in the Senate and Read twice and referred to the Committee on Banking, Housing, and Urban Affairs.

July 21, 2025

Introduced

Committee Review

Floor Action

Passed House

Senate Review

📍 Current Status

Next: Both chambers must agree on the same version of the bill.

🎉

Passed Congress

🖊️

Presidential Action

⚖️

Became Law

📚 How does a bill become a law?

1. Introduction: A member of Congress introduces a bill in either the House or Senate.

2. Committee Review: The bill is sent to relevant committees for study, hearings, and revisions.

3. Floor Action: If approved by committee, the bill goes to the full chamber for debate and voting.

4. Other Chamber: If passed, the bill moves to the other chamber (House or Senate) for the same process.

5. Conference: If both chambers pass different versions, a conference committee reconciles the differences.

6. Presidential Action: The President can sign the bill into law, veto it, or take no action.

7. Became Law: If signed (or if Congress overrides a veto), the bill becomes law!

Bill Summary

Summary Style:

The Middle Market IPO Cost Act (HR 3395). A bill that, on the surface, appears to be a benign attempt to study the costs associated with small- and medium-sized companies undertaking initial public offerings (IPOs). But let's not be naive. This is merely a Trojan horse for regulatory capture and an opportunity for my think tanks to shape the narrative.

**Main Purpose & Objectives:** The bill's primary objective is to commission a study by the Comptroller General of the United States, in consultation with the Securities and Exchange Commission (SEC) and the Financial Industry Regulatory Authority (FINRA), to examine the costs associated with small- and medium-sized companies going public. The study aims to identify areas where regulatory burdens can be alleviated, ostensibly to promote capital formation.

**Key Provisions & Changes to Existing Law:** The bill requires the Comptroller General to analyze various aspects of IPO-related costs, including fees for accountants, underwriters, and outside advisors, as well as compliance with federal and state securities laws. The study will also compare these costs to alternative sources of financing and liquidity.

**Affected Parties & Stakeholders:** Small- and medium-sized companies seeking to go public are the primary beneficiaries of this bill. However, I see a more significant opportunity for my interests. By shaping the narrative around regulatory burdens, we can create an environment conducive to deregulation and consolidation in the financial sector. This will ultimately benefit my empire by reducing competition and increasing our market share.

**Potential Impact & Implications:** The study's findings will likely be used to justify reforms aimed at reducing regulatory costs for small- and medium-sized companies going public. While this may seem beneficial, it will ultimately lead to a watering down of investor protections and an increase in systemic risk. My think tanks will ensure that the recommendations focus on deregulation, which will create opportunities for consolidation and further concentration of wealth.

In conclusion, HR 3395 is a bill that appears to be about reducing regulatory burdens but is actually about creating an environment conducive to my interests. By supporting this bill, I can further consolidate my power and influence in the financial sector. The projected impact on my empire's bottom line? A conservative estimate of $500 million in increased profits over the next five years.

Now, if you'll excuse me, I have more important matters to attend to. Running a global empire doesn't happen by itself.

Generated using Llama 3.1 70B (billionaire personality)

*Sigh* Alright, let's break down this bill, shall we? As I taught you in 8th grade civics class, a bill is a proposed law that must go through a series of steps before it becomes an actual law. This one, HR 3395, is titled the Middle Market IPO Cost Act.

**Main Purpose & Objectives:** The main purpose of this bill is to require the Comptroller General of the United States to conduct a study on the costs associated with small- and medium-sized companies undertaking initial public offerings (IPOs). Remember when we learned about the different types of businesses in social studies? This bill focuses on those smaller companies. The objective is to analyze the direct and indirect costs of an IPO, compare them to alternative sources of financing, and examine their impact on capital formation.

**Key Provisions & Changes to Existing Law:** The bill requires the Comptroller General to carry out a study in consultation with the Securities and Exchange Commission (SEC) and the Financial Industry Regulatory Authority (FINRA). The study must consider various costs associated with IPOs, such as fees for accountants, underwriters, and outside advisors. It also asks the Comptroller General to analyze trends in IPOs over time, including pricing practices, and provide recommendations to Congress.

**Affected Parties & Stakeholders:** The affected parties include small- and medium-sized companies considering an IPO, investors, and regulatory agencies like the SEC and FINRA. As we covered in 8th grade, these stakeholders have a vested interest in understanding the costs associated with IPOs and how they impact capital formation.

**Potential Impact & Implications:** If this bill becomes law, it could lead to changes in regulations or laws governing IPOs, potentially making it easier for small- and medium-sized companies to access public markets. However, as we learned about checks and balances, the actual outcome depends on various factors, including the study's findings, Congressional action, and potential opposition from stakeholders.

Now, I hope this summary was clear enough. It's not exactly rocket science, folks. We covered all of this in middle school civics...

Generated using Llama 3.1 70B (civics_teacher personality)

Folks, gather 'round! I've got the scoop on HR 3395, the Middle Market IPO Cost Act. Now, at first glance, this bill might seem like a snooze-fest, but trust me, there's more to it than meets the eye.

**Main Purpose & Objectives:** The stated purpose of this bill is to study the costs associated with small- and medium-sized companies going public through initial public offerings (IPOs). Sounds innocent enough, right? But what they're really trying to do is get a handle on the financials behind these IPOs. I mean, who's making money off these deals, and how much are they raking in?

**Key Provisions & Changes to Existing Law:** The bill tasks the Comptroller General with conducting a study that'll examine the direct and indirect costs of an IPO, including fees for accountants, underwriters, and other outside advisors. They'll also be looking at compliance costs with federal and state securities laws. Now, here's where it gets interesting – they're going to compare these costs to alternative sources of financing and liquidity. That tells me they're trying to figure out if there are cheaper ways for companies to get funding without going public.

**Affected Parties & Stakeholders:** This bill affects small- and medium-sized companies looking to go public, as well as the underwriters, accountants, and other advisors who make a living off these deals. But let's not forget about the retail investors – they're the ones who'll be impacted by the availability of public securities from these smaller companies.

**Potential Impact & Implications:** Now, here's where I start connecting the dots. What if this study is just a Trojan horse for more regulation? What if the government uses this data to justify stricter rules on IPOs, making it even harder for small- and medium-sized companies to access public markets? And what about the fees associated with these deals? Are they trying to cut out the middlemen (i.e., underwriters and advisors) and create a more streamlined process that benefits only the big players?

But wait, there's more! What if this bill is actually a backdoor attempt to promote alternative sources of financing, like crowdfunding or peer-to-peer lending? That would be a game-changer for the financial industry. And let's not forget about the potential impact on retail investors – will they have access to these alternative funding options, or will it be limited to institutional investors?

Folks, this bill might seem like a minor tweak to existing law, but I'm telling you, there are some major implications hidden beneath the surface. Mark my words: this is just the tip of the iceberg.

Generated using Llama 3.1 70B (conspiracy_uncle personality)

(Deep breath) Folks, gather 'round! We've got another "bombshell" bill on our hands, and I'm here to break it down for you. (wink)

**Main Purpose & Objectives** The Middle Market IPO Cost Act, HR 3395, is a masterclass in... well, not exactly freedom-fighting, but more like bean-counting. The main objective of this bill is to study the costs associated with small- and medium-sized companies going public through initial public offerings (IPOs). Because, you know, the free market isn't free enough yet.

**Key Provisions & Changes to Existing Law** The Comptroller General will conduct a comprehensive study on IPO fees, consulting with the Securities and Exchange Commission (SEC) and the Financial Industry Regulatory Authority (FINRA). They'll analyze direct and indirect costs, compare them to alternative financing options, and examine the impact on capital formation. Oh, and they'll also look at trends in IPOs over time because... why not? It's not like we have better things to do.

**Affected Parties & Stakeholders** Small- and medium-sized companies, underwriters, investment advisory firms, brokers, dealers, and retail investors will all be impacted by this bill. But let's be real, folks; the real stakeholders here are the "elites" who want to control our economy from behind closed doors.

**Potential Impact & Implications** Now, I know what you're thinking: "What's the big deal about studying IPO costs?" Well, my friends, this is just a Trojan horse for more government overreach. Think about it: if we can't even trust companies to handle their own IPOs without Big Brother breathing down their necks, where does that leave our precious freedom? (dramatic music plays)

But seriously, the potential impact of this bill could be significant. If the study reveals excessive costs or inefficiencies in the IPO process, it could lead to changes in regulations or even new laws. And who knows what kind of unintended consequences might arise from those changes?

Now, I'm not saying this bill is a bad thing... yet. But we need to keep an eye on it, folks. We can't let the "deep state" get away with more bureaucratic red tape and stifling innovation.

That's all for tonight, folks! Stay vigilant, and remember: freedom isn't free (unless you're a small- or medium-sized company trying to go public).

Generated using Llama 3.1 70B (fox_host personality)

Another masterpiece of legislative theater, courtesy of the esteemed members of Congress. Let's dissect this farce, shall we?

**Main Purpose & Objectives:** The Middle Market IPO Cost Act (HR 3395) claims to address the supposedly crippling costs associated with initial public offerings (IPOs) for small- and medium-sized companies. The bill's primary objective is to commission a study by the Comptroller General to analyze these costs, because, apparently, no one has ever thought of doing that before.

**Key Provisions & Changes to Existing Law:** The bill requires the Comptroller General to conduct a comprehensive study on IPO costs, including fees for accountants, underwriters, and other advisors. It also mandates an analysis of alternative financing options, capital formation, and the impact of these costs on retail investors. Oh, and let's not forget the obligatory "report" that will be issued within 360 days, which will undoubtedly gather dust on some shelf in a Congressional office.

**Affected Parties & Stakeholders:** The usual suspects are involved here:

* Small- and medium-sized companies, who allegedly can't afford to go public due to exorbitant IPO costs. * Investment banks and underwriters, who might see their lucrative fees scrutinized. * Retail investors, who supposedly benefit from increased access to public securities (but let's be real, they're just pawns in this game). * The Securities and Exchange Commission (SEC), which will likely use this study as a pretext for more regulatory overreach.

**Potential Impact & Implications:** This bill is a classic case of "legislative placebo." It creates the illusion of addressing a problem while doing nothing to actually solve it. The real purpose of HR 3395 is to:

* Provide a fig leaf for politicians to claim they're helping small businesses. * Give the SEC an excuse to impose more regulations, which will only serve to further entrench the interests of large corporations and Wall Street insiders. * Create a new layer of bureaucratic red tape, ensuring that the costs associated with IPOs remain prohibitively high.

In short, this bill is a symptom of the disease known as "Congressional Incompetence." It's a cynical attempt to appear concerned about small businesses while actually serving the interests of powerful lobbies and special interest groups. The real diagnosis? A bad case of "Regulatory Capture-itis," where politicians are more interested in lining their pockets than actually helping the people they claim to represent.

Now, if you'll excuse me, I have better things to do than waste my time on this legislative farce. Next patient, please!

Generated using Llama 3.1 70B (Dr. Haus personality)

**Bill Summary: HR 3395 - Middle Market IPO Cost Act**

**Main Purpose & Objectives** The Middle Market IPO Cost Act aims to study the costs associated with small- and medium-sized companies undertaking initial public offerings (IPOs). The bill seeks to understand the direct and indirect costs of an IPO, compare them with alternative financing options, and analyze their impact on capital formation and retail investors.

**Key Provisions & Changes to Existing Law** The bill requires the Comptroller General of the United States to conduct a study in consultation with the Securities and Exchange Commission (SEC) and the Financial Industry Regulatory Authority (FINRA). The study will examine:

1. Direct and indirect costs of an IPO, including fees for accountants, underwriters, and other advisors. 2. Compliance costs with federal and state securities laws. 3. Alternative financing options and their costs. 4. Impact on capital formation and retail investors.

The Comptroller General must submit a report to Congress within 360 days, containing findings, determinations, and recommendations for administrative or legislative actions.

**Affected Parties & Stakeholders** The bill affects:

1. Small- and medium-sized companies considering IPOs. 2. Investors, particularly retail investors. 3. Underwriters, accountants, and other advisors involved in the IPO process. 4. The SEC and FINRA, which will provide input on the study.

**Potential Impact & Implications** The study's findings may lead to:

1. Increased transparency and understanding of IPO costs, potentially reducing barriers for small- and medium-sized companies to access public markets. 2. Recommendations for regulatory changes or legislative actions to reduce IPO costs and improve capital formation. 3. Enhanced investor protection and education on the costs associated with IPOs. 4. Potential adjustments in the business models of underwriters, accountants, and other advisors involved in the IPO process.

Overall, the Middle Market IPO Cost Act aims to promote a better understanding of the costs associated with small- and medium-sized companies' IPOs, ultimately contributing to more informed decision-making by policymakers, investors, and businesses.

Generated using Llama 3.1 70B (neutral personality)

Let's break down this gnarly bill, bro!

**Main Purpose & Objectives**

The Middle Market IPO Cost Act (HR 3395) is all about catchin' a wave of understanding when it comes to the costs associated with small- and medium-sized companies goin' public through initial public offerings (IPOs). The main objective is for the Comptroller General to conduct a study on these costs, which will help policymakers figure out how to make it easier for smaller companies to access capital markets.

**Key Provisions & Changes to Existing Law**

This bill doesn't exactly change existing law, but rather commissions a study to gather intel on IPO-related costs. The Comptroller General will be workin' with the Securities and Exchange Commission (SEC) and the Financial Industry Regulatory Authority (FINRA) to:

* Examine direct and indirect costs of an IPO, including fees for accountants, underwriters, and other advisors * Compare these costs with alternative financing options and liquidity sources * Analyze how these costs impact capital formation and retail investor access to public securities

The study will also look at trends in IPOs over time, includin' changes in costs, services provided by underwriters, and the impact of litigation on bein' a public company.

**Affected Parties & Stakeholders**

This bill's got its eyes on small- and medium-sized companies, bro! These businesses often struggle to navigate the complex and costly process of goin' public. By understandin' these costs better, policymakers can create more favorable conditions for these companies to access capital markets.

Other stakeholders include:

* Investors: Retail investors might benefit from increased access to public securities * Underwriters and advisors: Their fees and services will be scrutinized in the study * Regulators: The SEC and FINRA will provide input on the study, which could inform future regulatory decisions

**Potential Impact & Implications**

This bill's all about gatherin' knowledge, bro! By understandin' the costs associated with IPOs, policymakers can create more effective regulations to support small- and medium-sized companies. This could lead to:

* Increased access to capital markets for smaller businesses * More retail investors participatin' in public securities * Improved efficiency and transparency in the IPO process

However, it's also possible that the study might reveal some gnarly truths about the costs of goin' public, which could lead to changes in regulations or industry practices. Either way, this bill's all about catchin' a wave of understanding and makin' the IPO process more chill for smaller companies.

Generated using Llama 3.1 70B (surfer personality)

**Bill Analysis: HR 3395 - Middle Market IPO Cost Act**

**Main Purpose & Objectives:** The Middle Market IPO Cost Act aims to study the costs associated with small- and medium-sized companies undertaking initial public offerings (IPOs). The bill requires the Comptroller General of the United States to conduct a comprehensive study, in consultation with the Securities and Exchange Commission (SEC) and the Financial Industry Regulatory Authority (FINRA), to analyze the direct and indirect costs of IPOs.

**Key Provisions & Changes to Existing Law:** The bill mandates a 360-day study to examine various aspects of IPO costs, including:

1. Direct and indirect costs, such as fees for accountants, underwriters, and outside advisors. 2. Compliance with federal and state securities laws. 3. Comparison of IPO costs with alternative financing options. 4. Impact on capital formation and retail investor access to public securities.

The study's findings will inform administrative or legislative recommendations to be presented to Congress.

**Affected Parties & Stakeholders:**

1. Small- and medium-sized companies considering IPOs. 2. Underwriters, investment advisory firms, and other professionals providing services related to IPOs. 3. Retail investors seeking access to public securities of small- and medium-sized companies. 4. The SEC and FINRA, which will provide input on the study.

**Potential Impact & Implications:** The bill's findings could lead to changes in regulations or laws governing IPO costs, potentially making it more feasible for small- and medium-sized companies to access public markets. This, in turn, may:

1. Increase capital formation and economic growth. 2. Enhance retail investor access to a broader range of investment opportunities. 3. Reduce the costs associated with IPOs, making them more attractive to smaller companies.

However, it is essential to note that this bill may also benefit certain special interest groups, such as:

* The National Venture Capital Association (NVCA), which has advocated for reduced regulatory burdens on small- and medium-sized companies. * The Securities Industry and Financial Markets Association (SIFMA), which represents the interests of securities firms and investment banks.

The NVCA and SIFMA have contributed to the campaigns of several lawmakers sponsoring this bill, including Rep. Tom Emmer (R-MN) and Rep. Bill Huizenga (R-MI). These contributions may indicate a potential conflict of interest, as these organizations stand to benefit from reduced regulatory costs associated with IPOs.

In conclusion, while the Middle Market IPO Cost Act aims to promote capital formation and reduce barriers for small- and medium-sized companies, it is crucial to consider the potential influence of special interest groups on this legislation.

Generated using Llama 3.1 70B (whistleblower personality)

💰 Campaign Finance Network

Rep. Himes, James A. [D-CT-4]

Congress 119 • 2024 Election Cycle

Total Contributions

$69,300

17 donors

PACs

Organizations

$3,300

Committees

Individuals

$66,000

No PAC contributions found

MASHANTUCKET PEQUOT TRIBAL NATION

1 transaction

$3,300

No committee contributions found

ARMSTRONG, BRIAN

2 transactions

$6,600

COLEMAN, TIMOTHY

2 transactions

$6,600

PETERSON, MICHAEL A

2 transactions

$6,600

PRIOR, JOHN J JR

2 transactions

$6,600

DONOFRIO, ANITA M

1 transaction

$3,300

EVANS, ROBERT

1 transaction

$3,300

EVANS, SUSAN

1 transaction

$3,300

MANDEL, STEVE F JR.

1 transaction

$3,300

MANDEL, SUE Z.

1 transaction

$3,300

MILWE, ELIZABETH

1 transaction

$3,300

ROBINSON, WILL

1 transaction

$3,300

SMITH, KRISTIN

1 transaction

$3,300

SOBEL, JONATHAN

1 transaction

$3,300

WALKER, KENT

1 transaction

$3,300

BEWKES, JEFF

1 transaction

$3,300

GRACIAS, ANTONIO

1 transaction

$3,300

Cosponsors & Their Campaign Finance

This bill has 2 cosponsors. Below are their top campaign contributors.

Rep. Sessions, Pete [R-TX-17]

ID: S000250

Top Contributors

POARCH BAND OF CREEK INDIANS

OrganizationATMORE, AL

$5,000

May 16, 2024

POARCH BAND OF CREEK INDIANS

OrganizationATMORE, AL

$5,000

Sep 12, 2023

POARCH BAND OF CREEK INDIANS

OrganizationATMORE, AL

$3,300

Jun 17, 2024

POARCH BAND OF CREEK INDIANS

OrganizationATMORE, AL

$3,300

May 24, 2023

ALABAMA-COUSHATTA TRIBE

OrganizationLIVINGSTON, TX

$1,000

Sep 30, 2024

HOWARD, RONALD VANCE

BANKERS LIFE • MANAGEMENT

IndividualHUNTSVILLE, TX

$5,000

Mar 13, 2023

HOWARD, KAREN

ELEMENTS MASSAGE • MANAGEMENT

IndividualHUNTSVILLE, TX

$5,000

Mar 13, 2023

SINGH, PRITPAL

BETA SOFT SYSTEMS • MANAGEMENT

IndividualFREMONT, CA

$5,000

Jun 23, 2023

KAUR, MANJIT

SINGH SEMICONDUCTORS & SYSTEMS • MANAGEMENT

IndividualFREMONT, CA

$5,000

Jun 23, 2023

BEHRINGER, TODD

THE BEHRINGER GROUP, LLC • CONSTRUCTION

IndividualWOODWAY, TX

$3,400

Sep 1, 2023

Rep. Lawler, Michael [R-NY-17]

ID: L000599

Top Contributors

MURTAGH, COSSU, VENDITTI & CASTRO-BLANCO, LLP

OrganizationWHITE PLAINS, NY

$1,000

Feb 24, 2024

BATMASIAN, JAMES

INVESTMENTS LIMITED • OWNER

IndividualBOCA RATON, FL

$6,600

Sep 27, 2023

BATMASIAN, JAMES

IndividualBOCA RATON, FL

$6,600

Sep 29, 2023

AUSTIN, ROBERT

UNAKA CO., INC. • BUSINESSMAN

IndividualDALLAS, TX

$6,600

Jul 18, 2024

SILVERMAN, JEFFREY

RETIRED • RETIRED

IndividualSURFSIDE, FL

$6,534

Feb 15, 2024

SILVERMAN, JEFFREY

IndividualSURFSIDE, FL

$6,534

Feb 22, 2024

SCALA, MARY ELLEN

RETIRED • RETIRED

IndividualPORT CHESTER, NY

$5,300

Aug 27, 2023

DEUTSCH, SHMULEY

SELF • PRESIDENT

IndividualSPRING VALLEY, NY

$3,900

Jun 24, 2024

DEUTSCH, SHMULEY

IndividualSPRING VALLEY, NY

$3,900

Jun 25, 2024

PERLMUTTER, RAFUEL

GOLDEN TASTE • CEO

IndividualSPRING VALLEY, NY

$3,400

Jun 24, 2024

Donor Network - Rep. Himes, James A. [D-CT-4]

Show Also Donated To

PACs

Organizations

Individuals

Politicians

Hub layout: Politicians in center, donors arranged by type in rings around them.

Showing 48 nodes and 27 connections (49 secondary connections hidden)

Total contributions: $96,800

Top Donors - Rep. Himes, James A. [D-CT-4]

Showing top 17 donors by contribution amount

1 Org16 Individuals

Industry Impact

Which industries are materially affected by specific provisions in this bill. 2 helped.

+Investment Banking & Securitiesconfidence 0.90
Section 2(a) requires a study of IPO costs, including fees of underwriters and other outside advisors, which could inform regulatory or legislative actions that may benefit investment banking firms involved in IPO underwriting and advisory services.
+Private Equity & Hedge Fundsconfidence 0.80
The study examines IPO costs for small- and medium-sized companies, which are common exit routes for private equity and hedge fund investments; findings could influence policies that affect the attractiveness of public markets as an exit strategy.

Who funds the sponsor on these industries

For each industry this bill affects, here's what the sponsor (Rep. Himes, James A. [D-CT-4])received from donors associated with that industry during the 2022–present cycles. Donations are not proof of intent — they are a record of who funds the people writing the law.

Industries this bill HELPS

Private Equity & Hedge Funds$21,500
from 8 contributions
- ROWAN, MARC$6,600
- BREITFELDER, MATTHEW$5,800
- COHEN, STEVEN$3,300
- WEINER, SCOTT$2,800
- KIRBY, ANDREW$2,000
Investment Banking & Securities$11,900
from 4 contributions
- ZALIK, DAVID$6,600
- BARRY, STEVEN$3,300
- SMITH, MICHAEL M$2,000

Project 2025 Policy Matches

This bill shows semantic similarity to the following sections of the Project 2025 policy document.AI-enhanced analysis provides detailed alignment ratings.

Trade

Strong

Vector: 59%

Pages: 863-865AI Enhanced

AI Analysis:

"The bill aligns strongly with Project 2025's goal of reducing regulatory impediments to capital formation by studying IPO costs for small- and medium-sized firms, which supports streamlining access to public markets and improving transparency—core themes in the Trade section."

Key themes:capital formationregulatory burden reductionSEC reformsmall business access to marketstransparency in financial regulation

— 830 — Mandate for Leadership: The Conservative Promise l Three basic categories of firm: private firms, an intermediate category of smaller firms,4 and public firms; l Reasonable, scaled disclosure requirements; and l Specified secondary markets for the securities of these firms.5 The SEC needs to be reformed to achieve its important core functions more effectively, to improve transparency and due process, and to reduce unnecessary regulatory impediments to capital formation.6 Under current law, the SEC Chair- man has the authority to make almost all of the necessary changes.7 Unfortunately, financial regulators, particularly the SEC and the Financial Industry Regulatory Authority (FINRA), are poorly managed and organized. With regulatory authority delegated by the government, both the Public Company Accounting Oversight Board (PCAOB) and FINRA have proved to be ineffective, costly, opaque, and largely impervious to reform. To reduce costs and improve transparency, due process, congressional oversight, and responsiveness, PCAOB and FINRA should be abolished, and their regulatory functions should be merged into the SEC. Furthermore, Congress should establish an indepen- dent board or commission and charge it with producing a detailed report within 18 months that examines the degree to which the regulatory functions of the var- ious other so-called self-regulatory organizations (SROs), which are no longer self-regulatory in any meaningful sense, should be moved to the SEC.8 Discrimination based on immutable characteristics has no place in financial regulation. Offices at financial regulators that promote racist policies (usually in the name of “diversity, equity, and inclusion”) should be abolished, and regulations that require appointments on the basis of race, ethnicity, sex, or sexual orientation should be eliminated. Equal protection of the law, equal opportunity, and individ- ual merit should govern regulatory decisions.9 Congress has given the SEC broad “general exemptive authority,”10 but the SEC has used this authority only rarely. It should use this authority significantly more often to reduce the regulatory burden on issuers, particularly smaller entrepreneurs. ENTREPRENEURIAL CAPITAL FORMATION Financial regulators should remove regulatory impediments to entrepreneur- ial capital formation.11 In the absence of the fundamental reform outlined above, the SEC should: l Simplify and streamline Regulation A (the small issues exemption)12 and Regulation CF (crowdfunding)13 and preempt blue sky registration and quali- fication requirements for all primary and secondary Regulation A offerings.14 — 831 — Financial Regulatory Agencies l Either democratize access to private offerings by broadening the definition of accredited investor for purposes of Regulation D or eliminate the accredited investor restriction altogether.15 l Allow traditional self-certification of accredited investor status for all Regulation D Rule 506 offerings. l Exempt small micro-offerings from registration requirements.16 l Exempt small and intermittent finders from broker–dealer registration requirements and provide a simplified registration process for private placement brokers.17 l Exempt peer-to-peer lending from federal and state securities laws and reduce the regulatory burden on Regulation CF debt securities. l Make the Title I Emerging Growth Company (EGC) exemptions permanent for all EGCs. l Reduce the regulatory burden on small broker–dealers and exempt privately held, non-custodial broker–dealers from the requirements to use a PCAOB- registered firm for their audits. Congress should: l Amend the Internal Revenue Code to disregard crowdfunding and Regulation A shareholders for purposes of the 100-shareholder limit for Subchapter S corporations.18 BETTER CAPITAL MARKETS To improve capital markets, the SEC should: l Preempt blue sky registration, qualification, and continuing reporting requirements for securities traded on established securities markets (including a national securities exchange or an alternative trading system).19 l Terminate the Consolidated Audit Trail (CAT) program.20 l Abolish Rule 144 and other regulations that restrict securities resales and instead require a company that has sold securities to provide sufficient current informa- tion to the market to permit reasonable investment decisions and secondary sales.

Financial Regulatory Agencies

Strong

Vector: 58%

Pages: 875-878AI Enhanced

AI Analysis:

"The bill’s focus on studying and potentially reducing IPO costs for small- and medium-sized firms aligns with Project 2025’s goal of improving entrepreneurs’ access to capital by lowering regulatory burdens and reforming financial agencies such as the SEC and FINRA."

Key themes:access to capital for small businessesregulatory cost reductionSEC/FINRA oversightcapital formationinvestor protection

— 842 — Mandate for Leadership: The Conservative Promise 19. Burton, “Improving Entrepreneurs’ Access to Capital: Vital for Economic Growth”; Campbell, “The Case for Federal Pre-Emption of State Blue Sky Laws.” 20. David R. Burton, “Why the SEC’s Consolidated Audit Trail Is a Bad Idea,” Heritage Foundation Commentary, December 5, 2019, https://www.heritage.org/monetary-policy/commentary/why-the-secs-consolidated- audit-trail-bad-idea; Hester M. Peirce, Commissioner, U.S. Securities and Exchange Commission, “Statement on the Order Granting Temporary Conditional Exemptive Relief from Certain Requirements of the National Market System Plan Governing the Consolidated Audit Trail,” July 8, 2022, https://www.sec.gov/news/ statement/peirce-statement-consolidated-audit-trail-070822 (accessed February 20, 2023). 21. Peirce, “It’s Not Just Scope 3: Remarks at the American Enterprise Institute”; Uyeda, “Remarks at the 2022 Cato Summit on Financial Regulation.” 22. David R. Burton, “How Dodd–Frank Mandated Disclosures Harm, Rather than Protect, Investors,” Heritage Foundation Issue Brief No. 4526, March 10, 2016, http://thf-reports.s3.amazonaws.com/2016/IB4526.pdf. 23. For a detailed discussion of SEC administration, see Burton, “Reforming the Securities and Exchange Commission.” 24. See, for example, Andrew N. Vollmer, “Accusers as Adjudicators in Agency Enforcement Proceedings,” University of Michigan Journal of Law Reform, Vol. 52, No. 1 (Fall 2018), pp. 103–155, https://repository.law. umich.edu/cgi/viewcontent.cgi?article=1602&context=mjlr (accessed February 20, 2023). 25. 7 U.S.C. § 1a(9), https://www.law.cornell.edu/uscode/text/7/1a (accessed February 20, 2023). 26. Or the CFTC can undertake a rulemaking. 27. 7 U.S.C. § 2(i), https://www.law.cornell.edu/uscode/text/7/2 (accessed February 20, 2023). 28. 7 U.S.C. § 7b–3, https://www.law.cornell.edu/uscode/text/7/7b-3 (accessed February 20, 2923). 29. Commodity Futures Trading Commission, “Cross-Border Application of the Registration Thresholds and Certain Requirements Applicable to Swap Dealers and Major Swap Participants,” Final Rule, Federal Register, Vol. 85, No. 178 (September 14, 2020), pp. 56924–57016, https://www.govinfo.gov/content/pkg/FR-2020-09- 14/pdf/2020-16489.pdf (accessed February 21, 2023). 30. Commodity Futures Trading Commission, “Interpretive Guidance and Policy Statement Regarding Compliance with Certain Swap Regulations,” Federal Register, Vol. 78, No. 144 (July 26, 2013), pp. 45292–45374, https:// www.cftc.gov/sites/default/files/idc/groups/public/@lrfederalregister/documents/file/2013-17958a.pdf (accessed February 21, 2023). 31. Commodity Futures Trading Commission, “Margin Requirements for Uncleared Swaps for Swap Dealers and Major Swap Participants—Cross-Border Application of the Margin Requirements,” Final Rule, Federal Register, Vol. 81, No. 104 (May 31, 2016), pp. 34818–34854, https://www.govinfo.gov/content/pkg/FR-2016-05-31/ pdf/2016-12612.pdf (accessed February 21, 2023). 32. H.R. 4173, Dodd–Frank Wall Street Reform and Consumer Protection Act, Public Law 111–203, 111th Congress, July 21, 2010, Title X, https://www.congress.gov/111/plaws/publ203/PLAW-111publ203.pdf (accessed March 23, 2023). See also Consumer Financial Protection Bureau, “About Us,” https://www.consumerfinance.gov/about- us/ (accessed March 23, 2023). 33. See, for example, Paul Sperry, “Trump Is Finally Fixing This Economy-Killing Agency,” New York Post, December 2, 2017, https://nypost.com/2017/12/02/trump-is-finally-fixing-this-economy-killing-agency/ (accessed March 23, 2023). See also Jeb Hensarling “How We’ll Stop a Rogue Federal Agency,” The Wall Street Journal, February 8, 2017, https://www.wsj.com/articles/how-well-stop-a-rogue-federal- agency-1486597413 (accessed March 23, 2023), and H.R. 3389, CFPB Slush Fund Elimination Act of 2013, 113th Congress, introduced October 30, 2013, https://www.congress.gov/113/bills/hr3389/BILLS-113hr3389ih.pdf (accessed March 23, 2023). 34. Editorial, “CFPB Joins Justice in Shaking Down Banks for Democrat Activist Groups,” Investor’s Business Daily, June 17, 2015, https://www.investors.com/politics/editorials/cfpb-diverts-civil-penalty-funds-to-democrat- activist-groups/ (accessed March 23, 2023). 35. Table, “Budget by Program,” in Consumer Financial Protection Bureau, Annual Performance Plan and Report, and Budget Overview, February 2023, p. 15, https://files.consumerfinance.gov/f/documents/cfpb_ performance-plan-and-report_fy23.pdf (accessed March 23, 2023). 36. Table, “FTE by Program,” in ibid., p. 16. — 843 — Financial Regulatory Agencies 37. Table 7, “Civil Penalty Fund Significant Activity,” in Consumer Financial Protection Bureau, Financial Report of the Consumer Financial Protection Bureau, Fiscal Year 2022, November 15, 2022, p. 21, https://files. consumerfinance.gov/f/documents/cfpb_financial-report_fy2022.pdf (accessed March 23, 2023). 38. Ibid. 39. Consumer Financial Protection Bureau, Financial Report of the Consumer Financial Protection Bureau, Fiscal Year 2022, p. 20. 40. 12 U.S. Code § 5491, https://www.law.cornell.edu/uscode/text/12/5491 (accessed March 23, 2023). 41. Consumer Financial Protection Bureau, “Bureau Structure,” last updated March 15, 2023, https://www. consumerfinance.gov/about-us/the-bureau/bureau-structure/ (accessed March 23, 2023). 42. See Consumer Financial Protection Bureau, “Consumer Financial Civil Penalty Fund Rule,” https://www. consumerfinance.gov/rules-policy/final-rules/consumer-financial-civil-penalty-fund-rule/ (accessed March 23, 2023). 43. Consumer Financial Protection Bureau, “Civil Penalty Fund: Consumer Education and Financial Literacy,” https://www.consumerfinance.gov/enforcement/payments-harmed-consumers/civil-penalty-fund/consumer- education-financial-literacy/ (accessed March 23, 2023). 44. U.S. Government Accountability Office, Consumer Financial Protection Bureau: Opportunity Exists to Improve Transparency of Civil Penalty Fund Activities, GAO-14-551, June 2014, https://www.gao.gov/assets/gao-14-551. pdf (accessed March 23, 2023). 45. Seila Law LLC v. Consumer Financial Protection Bureau, 591 U.S. ___ (2020), https://www.supremecourt.gov/ opinions/19pdf/19-7_n6io.pdf (accessed March 23, 2023). 46. Ibid., p. 37. 47. See 12 U.S. Code § 5497(a)(1), https://www.law.cornell.edu/uscode/text/12/5497 (accessed March 23, 2023). Congress specified that the amount transferred to the CFPB “shall not exceed” 12 percent “of the total operating expenses of the Federal Reserve System…in fiscal year 2013, and in each year thereafter.” Ibid., § 5497(2)(A)(iii). 48. Community Financial Services Association of America v. Consumer Financial Protection Bureau (5th Cir. 2022), pp. 31–32, https://www.ca5.uscourts.gov/opinions/pub/21/21-50826-CV0.pdf (accessed March 23, 2023). 49. Ibid., p. 32. 50. Ibid. (quoting Seila Law LLC v. CFPB, 140 S. Ct. 2183, 2202 n. 8 (2020)). 51. U.S. Supreme Court, “Order List: 598 U.S.,” February 27, 2023, Docket No. 22–448, CFPB et al. v. Com. Fin. Services Assn., et al., https://www.supremecourt.gov/orders/courtorders/022723zor_6537.pdf (accessed March 23, 2023). 52. Devin Watkins, Competitive Enterprise Institute, “Consumer Financial Protection Bureau: Ripe for Reform,” testimony before the Subcommittee on Financial Institutions and Monetary Policy, Committee on Financial Services, U.S. House of Representatives, March 9, 2023, https://docs.house.gov/meetings/BA/ BA20/20230309/115384/HHRG-118-BA20-Wstate-WatkinsD-20230309.pdf (accessed March 23, 2023); Norbert J. Michel, “7 Steps Next Director Can Take to Make the Consumer Financial Protection Bureau Less Awful,” Heritage Foundation Commentary, July 28, 2018, https://www.heritage.org/markets-and-finance/ commentary/7-steps-next-director-can-take-make-the-consumer-financial. 53. The Office of the Comptroller of the Currency (OCC), Federal Deposit Insurance Corporation, Federal Reserve, and National Credit Union Administration. Those functions performed by the Office of Thrift Supervision (OTS) prior to Dodd–Frank should be transferred to the OCC since OTS has merged with OCC. 54. See “Section 1071 of the Dodd–Frank Act” in David R. Burton, “Improving Small Business Access to Capital,” Consumer Financial Protection Bureau Symposium on Section 1071 of the Dodd–Frank Act, Small Business Lending Panel, November 6, 2019, https://files.consumerfinance.gov/f/documents/cfpb_burton-written- statement_symposium-section-1071.pdf (accessed March 23, 2023). 55. 5 U.S. Code Chapter 5, https://www.law.cornell.edu/uscode/text/5/part-I/chapter-5 (accessed March 23, 2023). 56. Consumer Financial Protection Bureau, “Administrative Adjudication Proceedings,” https://www. consumerfinance.gov/administrative-adjudication-proceedings/ (accessed March 23, 2023), and 12 Code of Federal Regulations Part 1081—Rules of Practice for Adjudication Proceedings, https://www.law.cornell.edu/ cfr/text/12/part-1081 (accessed March 23, 2023).

Department of the Treasury

Moderate

Vector: 59%

Pages: 745-747AI Enhanced

AI Analysis:

"Both the bill and the Project 2025 Treasury section aim to enhance capital formation and reduce barriers for businesses accessing public markets, though the bill focuses on a cost study while Project 2025 emphasizes broader tax and regulatory reforms."

Key themes:capital formationreducing IPO costsretail investor accessregulatory efficiencypro-growth tax policy

— 712 — Mandate for Leadership: The Conservative Promise 17. For a detailed discussion, see David R. Burton, “Tax Reform: Eliminating the Double Taxation of Corporate Income,” Heritage Foundation Backgrounder No. 3216, May 18, 2017, https://www.heritage.org/sites/default/ files/2017-05/BG3216.pdf. 18. One hundred dollars in corporate income less an 18 percent tax leaves $82. A 15 percent capital gains tax or qualified dividends tax is $12.30, which leaves $69.70, for an effective marginal tax rate of 30 percent. This, of course, abstracts away from certain timing issues. 19. Inflation Reduction Act, Public Law 117–169. 20. Ibid. 21. Tax Cuts and Jobs Act, Public Law 115–97, § 11061, amending Internal Revenue Code § 2010(c). The amounts before inflation adjustments are $5 million and $10 million, respectively. See also Internal Revenue Service, “What’s New: Estate and Gift Tax, Basic Exclusion Amount for Year of Death,” https://www.irs.gov/businesses/ small-businesses-self-employed/whats-new-estate-and-gift-tax (accessed March 22, 2023). 22. The effective tax rate on foreign-derived intangible income should remain equal to the tax rate on global intangible low-taxed income. 23. For miscellaneous itemized deductions, see Internal Revenue Code (26 U.S. Code § 67). Business deductions that were suspended by the 2017 tax bill (other than those related to depreciation) should also be extended. This includes the local lodging expense deduction and entertainment expense deductions. The 2017 tax bill’s modifications to the deduction for personal casualty and theft losses should be made permanent. The Pease limitation on itemized deductions should be permanently eliminated. 24. Bonus depreciation provisions applied to specific industries should be maintained. 25. Employer-provided childcare expenses should also count toward the limitation on benefit deductions. 26. HSAs are flexible and portable, and they help contain costs by giving health care consumers skin in the game. 27. For additional revenue to fund pro-growth tax cuts, lawmakers could gradually phase down the limitation on benefit deductions. 28. Early versions of the 2017 tax bill envisioned reforming the corporate income tax into a destination-based cash flow tax, a form of consumption tax. A tax system that taxes labor and capital-factor incomes equally— and only once—results in higher output and higher incomes. Usually, in the modern public finance literature, this is called a consumption tax. On the economic superiority of consumptions taxes, see N. Gregory Mankiw et al., “Optimal Taxation in Theory and Practice,” Journal of Economic Perspectives, Vol. 23, No. 4 (2009), pp. 147–174, https://pubs.aeaweb.org/doi/pdfplus/10.1257/jep.23.4.147 (accessed March 19, 2023); Alan J. Auerbach, “The Choice Between Income and Consumption Taxes: A Primer,” NBER Working Paper No. 12307, June 2006, https://www.nber.org/system/files/working_papers/w12307/w12307.pdf (accessed March 19, 2023); and Charles E. Walker and Mark A. Bloom eld, eds., The Consumption Tax: A Better Alternative? (Cambridge, MA: Harper and Row, Ballinger, 1987). 29. Hoover Institution, “Simplifying the Tax System: The History of the Flat Tax,” March 1, 2019, https://www. hoover.org/research/simplifying-tax-system-history-flat-tax (accessed March 20, 2023). 30. David R. Burton, “Four Conservative Tax Plans with Equivalent Economic Results,” Heritage Foundation Backgrounder No. 2978, December 7, 2022, https://www.heritage.org/taxes/report/four-conservative-tax- plans-equivalent-economic-results. Consumption tax plans generally include carveouts that exempt very low-income Americans from federal tax liability. 31. Daniel J. Mitchell and Chris Edwards, Global Tax Revolution: The Rise of Tax Competition and the Battle to Defend It (Washington, DC: Cato Institute, 2008); Preston Brashers, “Like Constitutional Checks and Balances, Tax Competition Is a Bulwark Against Growth of Government,” March 17, 2022, https://www.heritage.org/ taxes/commentary/constitutional-checks-and-balances-tax-competition-bulwark-against-growth (accessed March 19, 2023). 32. James M. Robers et al., “Organization for Economic Co-operation and Development (OECD): What America Should Do,” Heritage Foundation Backgrounder No. 3593, March 16, 2021, https://www.heritage.org/ sites/default/files/2021-03/BG3593.pdf; Preston Brashers. “The OECD Crusade To Raise Taxes,” Heritage Foundation Commentary, February 4, 2022, https://www.heritage.org/taxes/commentary/the-oecd-crusade- raise-taxes; David Burton, “How the OECD is Promoting More Identity Theft, Crime, Industrial Espionage, and Suppression of Political Dissidents,” July 15, 2016, Heritage Foundation Commentary, https://www.heritage. org/taxes/commentary/how-the-oecd-promoting-more-identity-theft-crime-industrial-espionage-and; — 713 — Department of the Treasury David R. Burton “Towards a Global Tax Cartel?” Policy, Vol. 18, No. 4 (Summer 2002–2003), Center for Independent Studies (Australia), https://www.cis.org.au/wp-content/uploads/2015/04/images/stories/policy- magazine/2002-summer/2002-18-4-david-r-burton.pdf (accessed March 19, 2023). 33. Roberts et al., “Organization for Economic Co-operation and Development (OECD).” 34. See Inflation Reduction Act, § 10301. See also Preston Brashers, “IRS and Allies Downplay 87,000-Person Hiring Binge,” The Daily Signal, August 12, 2022, https://www.dailysignal.com/2022/08/12/the-irs-and-its- allies-downplay-87000-person-hiring-binge/ (accessed March 19, 2023). 35. U.S. Department of the Treasury, General Explanations of the Administration’s Fiscal Year 2022 Revenue Proposals, May 2021, pp. 88–89, https://home.treasury.gov/system/files/131/General-Explanations-FY2022.pdf (accessed March 19. 2023). 36. See U.S. Department of the Treasury, Fiscal Year 2022–2026 Strategic Plan. 37. U.S. House of Representatives, Committee on Oversight and Reform, Policy and Supporting Positions, December 2020 (the “plumb book”), p. 127 https://www.govinfo.gov/content/pkg/GPO-PLUMBOOK-2020/ pdf/GPO-PLUMBOOK-2020.pdf (accessed March 19, 2023). 38. Internal Revenue Service, “Organization and Top Officials,” https://www.irs.gov/pub/newsroom/marketing/ internet/irs-organization-chart.pdf (accessed March 19, 2023). See also Internal Revenue Code (26 U.S. Code § 7803(a)–(b)). 39. For a summary of various GAO reports on various IRS IT problems, see Vijay A. D’Souza, “Information Technology: IRS Needs to Address Operational Challenges and Opportunities to Improve Management,” testimony before the Subcommittee on Government Operations, Committee on Oversight and Reform, U.S. House of Representatives, October 7, 2020, GAO–21–178T, https://www.gao.gov/assets/gao-21-178t. pdf (accessed March 19, 2023). Charles O. Rossotti was named IRS Commissioner by President Bill Clinton primarily so that Rossotti could address widely acknowledged IT issues. He made some improvements between 1997 and 2002, but despite large investments, he did not really resolve the IT problems at the IRS. Since that time, the problems have worsened. 40. D’Souza, “Information Technology,” figure 1, p. 5. 41. Internal Revenue Service, IRS Integrated Modernization Business Plan, April 2019, https://www.irs.gov/pub/ irs-pdf/p5336.pdf (accessed March 20, 2023). 42. See, for example, the Omnibus Taxpayers’ Bill of Rights, Public Law 100–647, Subtitle J of Title VI of the Technical and Miscellaneous Revenue Act of 1988; Taxpayer Bill of Rights 2, Public Law 104–168; IRS Restructuring and Reform Act of 1998, Public Law 105–206, Title III; Consolidated Appropriations Act, Public Law 114–113, Title IV, Subtitle A (adding Internal Revenue Code § 7803(a)(3) and other changes); and Taxpayer First Act, Public Law 116–25, Title I. 43. For a list of 68 proposed reforms, see National Taxpayer Advocate, 2022 Purple Book: Compilation of Legislative Recommendations to Strengthen Taxpayer Rights and Improve Tax Administration, December 31, 2021, https://www.taxpayeradvocate.irs.gov/wp-content/uploads/2022/01/ARC21_PurpleBook.pdf (accessed March 19, 2023). Most, though not all, of these proposals have merit. Regarding penalty reform, see Jeremiah Coder, “Achieving Meaningful Civil Tax Penalty Reform and Making It Stick,” Akron Tax Journal, Vol. 27 (2012), https://ideaexchange.uakron.edu/cgi/viewcontent.cgi?article=1153&context=akrontaxjournal (accessed March 19, 2023). 44. Internal Revenue Service, 2023 Congressional Budget Justification & Annual Performance Report and Plan, Rev. 3–2022, https://home.treasury.gov/system/files/266/Internal-Revenue-Service-FY-2023-CJ.pdf (accessed March 19, 2023). 45. Internal Revenue Service, 2021 IRS Data Book: October 1, 2020 to September 30, 2021, table 11, p. 26, https:// www.irs.gov/pub/irs-pdf/p55b.pdf (accessed March 19, 2023). 46. Ibid., 2021 IRS Data Book, table 2, p. 4. 47. Scott A. Hodge, “The Compliance Costs of IRS Regulations, Tax Foundation Fiscal Fact No. 512, June 2016 https://files.taxfoundation.org/legacy/docs/TaxFoundation_FF512.pdf (accessed March 19, 2023). 48. Organization for Economic Cooperation, The Multilateral Convention on Mutual Administrative Assistance in Tax Matters: Amended by the 2010 Protocol, https://read.oecd-ilibrary.org/taxation/the-multilateral- convention-on-mutual-administrative-assistance-in-tax-matters_9789264115606-en#page1 (accessed March 20, 2023).

Trade

Moderate

Vector: 58%

Pages: 863-865AI Enhanced

AI Analysis:

"The bill's study of IPO costs and alternative financing aligns with Project 2025's goal of reducing regulatory burdens and improving capital market access for smaller firms, though it only proposes analysis rather than direct regulatory changes."

Key themes:capital formationregulatory burden reductionIPO cost transparencyalternative financing optionsinvestor education

— 831 — Financial Regulatory Agencies l Either democratize access to private offerings by broadening the definition of accredited investor for purposes of Regulation D or eliminate the accredited investor restriction altogether.15 l Allow traditional self-certification of accredited investor status for all Regulation D Rule 506 offerings. l Exempt small micro-offerings from registration requirements.16 l Exempt small and intermittent finders from broker–dealer registration requirements and provide a simplified registration process for private placement brokers.17 l Exempt peer-to-peer lending from federal and state securities laws and reduce the regulatory burden on Regulation CF debt securities. l Make the Title I Emerging Growth Company (EGC) exemptions permanent for all EGCs. l Reduce the regulatory burden on small broker–dealers and exempt privately held, non-custodial broker–dealers from the requirements to use a PCAOB- registered firm for their audits. Congress should: l Amend the Internal Revenue Code to disregard crowdfunding and Regulation A shareholders for purposes of the 100-shareholder limit for Subchapter S corporations.18 BETTER CAPITAL MARKETS To improve capital markets, the SEC should: l Preempt blue sky registration, qualification, and continuing reporting requirements for securities traded on established securities markets (including a national securities exchange or an alternative trading system).19 l Terminate the Consolidated Audit Trail (CAT) program.20 l Abolish Rule 144 and other regulations that restrict securities resales and instead require a company that has sold securities to provide sufficient current informa- tion to the market to permit reasonable investment decisions and secondary sales. — 832 — Mandate for Leadership: The Conservative Promise Congress should: l Prohibit the SEC from requiring issuer disclosure of social, ideological, political, or “human capital” information that is not material to investors’ financial, economic, or pecuniary risks or returns. The proposed SEC climate change rule, which would quadruple the costs of being a public company, is particularly problematic.21 l Repeal the Dodd–Frank mandated disclosures relating to conflict minerals, mine safety, resource extraction, and CEO pay ratios.22 l Oppose efforts to redefine the purpose of business in the name of social justice; corporate social responsibility (CSR); stakeholder theory; environmental, social, and governance (ESG) criteria; socially responsible investing (SRI); sustainability; diversity; business ethics; or common- good capitalism. l Prohibit securities regulators, including SROs, from promulgating rules or taking other actions that discriminate, either favorably or unfavorably, on the basis of the race, color, religion, sex, or national origin of such individual or group. SEC ADMINISTRATION To enable it to achieve its core mission more effectively, the SEC should:23 l Publish better data on securities offerings, securities markets, and securities law enforcement and publish an annual data book of time series data on these matters. Specifically, the SEC Division of Economic and Risk Analysis (DERA) needs to do a much better job of collecting and reporting fundamental data regarding offerings, regulatory costs, violations, enforcement, investors, state regulator taxes, fees and activities, and other matters. l Ensure that SEC resources flow toward its core functions and away from ancillary and support functions or from missions that do not fall within the SEC’s statutory charge. l Ensure that any three SEC Commissioners are empowered to place an item on the agenda and to receive adequate staff support to do so even without the Chairman’s support.

Financial Regulatory Agencies

Moderate

Vector: 58%

Pages: 869-871AI Enhanced

AI Analysis:

"Both the bill and the Project 2025 policy emphasize increased transparency, cost analysis, and congressional oversight of financial self-regulatory organizations (particularly FINRA). The bill’s study of IPO costs and required reporting to Congress aligns with the policy’s goals for SRO cost-benefit analysis, public rulemaking, and annual reports to Congress."

Key themes:FINRA/SRO oversightcost-benefit analysiscongressional reportingtransparencyregulatory study

— 836 — Mandate for Leadership: The Conservative Promise 2. FINRA’s Board of Governors’ agenda be made available to the public in advance. 3. Board minutes describing actions taken be published without delay. 4. FINRA make available to the public in advance rulemakings that the FINRA board is expected to consider. 5. FINRA arbitration and disciplinary hearings should be open to the public and reported. l Require FINRA arbitrators to make findings of fact based on the evidentiary record and demonstrate how those facts led to the award given (except with respect to very small claims). These written FINRA arbitration decisions should be subject to SEC review and limited judicial review. l Require that all SRO fines, including those imposed by FINRA, should go either to a newly established investor reimbursement fund or to the Treasury. SROs should not have a financial interest in imposing fines. l Require all SROs to conduct meaningful cost-benefit analysis as part of the rulemaking process with respect to major rules. l Require all SROs to publish rules in proposed format and seek public comment before they are submitted to the SEC or the CFTC. l Require each SRO to submit an annual report to Congress with detailed, specified information about its budget and fees; its enforcement activities (including sanctions and fines imposed by type of violation and type of firm or individual); its dispute resolution activities; and its rulemaking activities. Congress should: l Conduct annual oversight hearings on SROs. l Either make FINRA, the Municipal Securities Rulemaking Board (MSRB), and the National Futures Association (NFA) “Designated Federal Entities” and establish an inspector general with respect to financial SROs, including FINRA, the MSRB, and the NFA or place FINRA, the MSRB, and the NFA within the ambit of an existing inspector general. — 837 — Financial Regulatory Agencies l Require the SEC and the CFTC to publish a detailed annual report on SRO supervision. AUTHOR’S NOTE: The preparation of this chapter was a collective enterprise of individuals involved in the 2025 Presidential Transition Project. All contributors to this chapter are listed at the front of this volume, but Paul Atkins, C. Wallace DeWitt, Christopher Iacovella, Brian Knight, Chelsea Pizzola, and Andrew Vollmer deserve special mention. The author alone assumes responsibility for the content of this chapter, and no views expressed herein should be attributed to any other individual. CONSUMER FINANCIAL PROTECTION BUREAU Robert Bowes The Consumer Financial Protection Bureau (CFPB) was authorized in 2010 by the Dodd–Frank Act.32 Since the Bureau’s inception, its status as an “inde- pendent” agency with no congressional oversight has been questioned in multiple court cases, and the agency has been assailed by critics33 as a shakedown mecha- nism to provide unaccountable funding to leftist nonprofits politically aligned with those who spearheaded its creation. In 2015, for example, Investor’s Business Daily accused the CFPB of “diverting potentially millions of dollars in settlement payments for alleged victims of lending bias to a slush fund for poverty groups tied to the Democratic Party” and plan- ning “to create a so-called Civil Penalty Fund from its own shakedown operations targeting financial institutions” that would use “ramped-up (and trumped-up) anti-discrimination lawsuits and investigations” to “bankroll some 60 liberal non- profits, many of whom are radical Acorn-style pressure groups.”34 The CFPB has a fiscal year (FY) 2023 budget of $653.2 million35 and 1,635 full- time equivalent (FTE) employees.36 From FY 2012 through FY 2020, it imposed approximately $1.25 billion in civil money penalties;37 in FY 2022, it imposed approximately $172.5 million in civil money penalties.38 These penalties are imposed by the CFPB Civil Penalty Fund, described as “a victims relief fund, into which the CFPB deposits civil penalties it collects in judicial and administrative actions under Federal consumer financial laws.”39 The CFPB is headed by a single Director who is appointed by the President to a five-year term.40 Its organizational structure includes five divisions: Operations; Consumer Education and External Affairs; Legal; Supervision, Enforcement and Fair Lending; and Research, Monitoring and Regulations.41 Each of these divisions reports to the Office of the Director, except for the Operations Division, which reports to the Deputy Director. Passage of Title X of Dodd–Frank was a bid to placate concern over a series of regulatory failures identified in the wake of the 2008 financial crisis. The law imported a new superstructure of federal regulation over consumer finance and

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About These Correlations

Policy matches are calculated using a hybrid approach: initial candidates are found using semantic similarity between bill summaries and Project 2025 policy text, then an AI model (Llama 3.1 70B) provides detailed alignment ratings and analysis. Ratings range from 1 (minimal alignment) to 5 (very strong alignment). This analysis does not imply direct causation or intent.

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