119th Congress (2025-2026)

HR 3339

Equal Opportunity for All Investors Act of 2025

In Second Chamber

Jurisdiction

US Congress

Session

119th Congress (2025-2026)

Official source

Chamber

House

Session

119th Congress (2025-2026)

Jurisdiction

US Congress

Bill overview

This bill aims to broaden who qualifies as an ‘accredited investor’ in private securities offerings. It would require the Securities and Exchange Commission (SEC) to establish and administer a certification examination. Individuals who pass this examination would then be considered accredited investors, regardless of their traditional income or net worth requirements. The goal is to increase access to private investments for individuals with financial knowledge and training.

Key provisions

The SEC must establish a certification examination for accredited investors.
The examination must be designed to be accessible to individuals with financial sophistication.
The examination must assess knowledge of securities laws, disclosure requirements, corporate governance, and financial statements.
The examination must cover specific risks associated with unregistered securities and private investments.
The examination will be administered by a registered national securities association free of charge.
The definition of ‘accredited investor’ in Regulation D will be revised to include certified individuals.
The examination must include criteria related to potential conflicts of interest.
The Commission will determine other necessary criteria for investor protection.

Who is affected

Individual investors
Securities industry professionals
The Securities and Exchange Commission (SEC)
Private securities issuers
Financial advisors

Positions across the country

No public positions recorded for this legislation.

Arguments in favor

Reasons to support this legislation.

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Arguments opposed

Reasons to oppose this legislation.

No arguments opposed have been submitted.

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Legislative history

2025-05-13House

Referred to the House Committee on Financial Services.

2025-05-13

Introduced in House

2025-05-13

Introduced in House

2025-05-20House

Ordered to be Reported (Amended) by the Yeas and Nays: 49 - 2.

Passage without roll call

The official record shows passage by unanimous consent or voice vote where no roll call was taken. No member-level tally is available for these steps, and the district map does not apply.

7/21/2025HouseVoice vote
On motion to suspend the rules and pass the bill, as amended Agreed to by voice vote. (text: CR H3506)
No roll-call vote on record for this action.
7/21/2025Voice vote
Passed/agreed to in House: On motion to suspend the rules and pass the bill, as amended Agreed to by voice vote. (text: CR H3506)
No roll-call vote on record for this action.

Floor votes and chamber actions

Recorded roll calls list how each member voted. Unanimous consent or voice vote appears in the official action history without a roll call; no member-level tally is available for those steps.

Passage without roll call

7/21/2025HouseVoice vote
On motion to suspend the rules and pass the bill, as amended Agreed to by voice vote. (text: CR H3506)
No roll-call vote on record for this action.
7/21/2025Voice vote
Passed/agreed to in House: On motion to suspend the rules and pass the bill, as amended Agreed to by voice vote. (text: CR H3506)
No roll-call vote on record for this action.

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May 13, 2025XMLView source

119th CONGRESS — 1st Session

H. R. 3339

IN THE HOUSE OF REPRESENTATIVES

A BILL

To require certification examinations for accredited investors, and for other purposes.

1.Short title

This Act may be cited as the

Equal Opportunity for All Investors Act of 2025

2.Certification examinations for accredited investors

(a)In general

The Commission shall revise the definition of accredited investor under Regulation D (section 230.500 et seq. of title 17, Code of Federal Regulations) to include any natural person who is certified through the examination required under subsection (b).

(b)Establishment of examination

Not later than 1 year after the date of the enactment of this Act, the Commission shall establish an examination (including a test, certification, or examination program)—

(1)

to certify an individual as an accredited investor; and

(2)

that—

(A)is designed with an appropriate level of difficulty such that an individual with financial sophistication would be unlikely to fail; and

(B)

includes methods to determine whether an individual seeking to be certified as an accredited investor demonstrates competency with respect to—

(i)

the different types of securities;

(ii)the disclosure requirements under the securities laws applicable to issuers and offerings of securities exempt from registration under section 5 of the Securities Act of 1933 as compared to issuers and offerings of securities subject to such section 5;

(iii)

corporate governance;

(iv)

financial statements and the components of such statements;

(v)aspects of unregistered securities, securities issued by private companies, and investments into private funds, including risks associated with—

(I)

limited liquidity;

(II)

limited disclosures;

(III)subjectivity and variability in valuations and the analytical tools investors may use to assess such valuations;

(IV)

information asymmetry;

(V)

leverage risks;

(VI)

concentration risk; and

(VII)

longer investment horizons;

(vi)potential conflicts of interest, when the interests of financial professionals and their clients are misaligned or when their professional responsibilities may be in conflict with financial motivations; and

(vii)

other criteria the Commission determines necessary or appropriate in the public interest or for the protection of investors.

(c)AdministrationBeginning not later than 180 days after the date the examination is established under subsection (b), such examination shall be administered and offered free of charge to the public by a registered national securities association under section 15A of the Securities Exchange Act of 1934 (15 U.S.C. 78o–3).

(d)Commission defined

In this section, the term Commission means the Securities and Exchange Commission.

HR 3339

Bill overview

Key provisions

Who is affected

Sponsors

Primary sponsor

Cosponsors

Positions across the country

Arguments in favor

Arguments opposed

Passage without roll call

Floor votes and chamber actions

Passage without roll call

Bill text

Notable changes

Positions across the country

Passage without roll call

Floor votes and chamber actions

Passage without roll call