H.R. 4628House118th Congress (2023-2025)In Committee

To amend the Securities Exchange Act of 1934 to require the Securities and Exchange Commission to disclose and report on non-material disclosure mandates, and for other purposes.

Introduced July 13, 2023

AI-Generated Summary

Updated January 20, 2026 at 9:57 AM UTC

The bill amends the Securities Exchange Act of 1934 to require the SEC to publicly list every rule that forces companies to disclose non‑material information, explain why each rule exists, and report to Congress every five years justifying those mandates. It also protects individuals from private lawsuits for failing to make such non‑material disclosures. The changes affect companies, investors, and anyone subject to securities disclosure requirements.

Key Provisions

  • The SEC must maintain an online list of all non‑material disclosure mandates and provide an explanation for each.
  • Every five years the SEC must submit a report to Congress justifying each non‑material disclosure requirement on the list.
  • People who fail to disclose non‑material information required by securities laws cannot be held liable in private actions.

Legislative Activity

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HouseIntro Referral Latest Action

Referred to the House Committee on Financial Services.

July 13, 2023

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HouseIntro Referral

Introduced in House

July 13, 2023

HouseIntro Referral

Referred to the House Committee on Financial Services.

July 13, 2023

Bill Text

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Introduced in HouseIssued July 13, 2023

I

118th CONGRESS

1st Session

H. R. 4628

IN THE HOUSE OF REPRESENTATIVES

July 13, 2023

Mr. Mooney introduced the following bill; which was referred to the Committee on Financial Services

A BILL

To amend the Securities Exchange Act of 1934 to require the Securities and Exchange Commission to disclose and report on non-material disclosure mandates, and for other purposes.

1.

SEC justification of non-material disclosure mandates

Section 23 of the Securities Exchange Act of 1934 (15 U.S.C. 78w) is amended by adding at the end the following:

(e)

Non-Material disclosure mandates

(1)

Disclosure

The Commission shall maintain a list on the website of the Commission that contains—

(A)

each mandate under the Federal securities laws and regulations that requires the disclosure of non-material information; and

(B)

for each such disclosure mandate, an explanation of why the mandate is required.

(2)

Study and report

The Commission shall, every 5 years, issue a report to the Congress justifying each disclosure contained on the list required under paragraph (1).

(3)

No private liability for failing to make a non-material disclosure

A person who fails to disclose non-material information required to be disclosed under the Federal securities laws or regulations shall not be liable for such failure in any private action.

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