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4 versions
CosmeticWhat changed in REFERRED IN SENATEcompared with ENGROSSED IN HOUSE (Jun 23, 2025)

Technical corrections only. The only change between v3 and v4 is the addition of the House Clerk's name in the attestation, reflecting the bill's procedural status after passing the House and being referred to the Senate. There are no substantive policy changes in v4 compared to v3.

H.R. 3394·119th Congress·Introduced May 14, 2025

Fair Investment Opportunities for Professional Experts Act

Passed HouseFinance and Financial SectorMajor
View bill text
Sponsor
Rep. Hill, J. French [R-AR-2]
Committees
Financial Services Committee (primary)
Last action
Jun 24, 2025

Bottom line

This bill broadens the pool of individuals considered "accredited investors" by codifying existing financial thresholds, adding professional qualifications, and requiring inflation adjustments, thereby increasing access to private markets.

What it actually does

This bill amends the Securities Act of 1933 to expand the definition of an "accredited investor," allowing more individuals to participate in certain private securities offerings. It codifies existing financial thresholds for net worth and income, mandates their adjustment for inflation every five years, and introduces new categories for licensed financial professionals and individuals with demonstrable professional knowledge or job experience as determined by future SEC regulation. The Securities and Exchange Commission is also mandated to update its Regulation D to conform with these statutory changes.

Proponents argue

Proponents argue that the bill democratizes access to investment opportunities traditionally reserved for the wealthiest, recognizing that financial sophistication can come from professional experience and education, not just high income or net worth. They contend it removes arbitrary barriers for knowledgeable investors and ensures the definition keeps pace with inflation, preventing erosion of access over time.

Opponents contend

Opponents might argue that expanding the accredited investor definition, particularly through professional qualifications, could expose less experienced investors to higher-risk private offerings without adequate protections. They may contend that the current financial thresholds, while imperfect, serve as a necessary safeguard against potential fraud or significant losses in illiquid markets.

The bill is very short and straightforward to read, making it accessible for anyone to understand its core changes.

Section 2(a)(2)(B)

Codification and Inflation Adjustment of Net Worth Threshold for Accredited Investors

prominently featuredmoderately complex

This provision codifies the existing $1,000,000 net worth threshold (excluding primary residence) for natural persons to qualify as accredited investors. It also mandates that the SEC adjust this amount for inflation every five years based on the Consumer Price Index for All Urban Consumers, ensuring the threshold maintains its real value over time. Specific rules are included for how primary residence indebtedness is treated in net worth calculations.

GroupImpactMechanismScale
GroupHigh-net-worth individualsImpactMaintains and adjusts access to private securities markets.MechanismExplicitly defines net worth calculation and mandates inflation adjustments.ScaleAffects individuals whose net worth is near the $1,000,000 threshold, ensuring their continued qualification or disqualification is based on a consistent real value.

Supporters argue

Supporters argue this provision provides regulatory certainty by codifying a long-standing standard and ensures fairness by preventing inflation from gradually eroding the threshold, which would otherwise restrict access for individuals whose wealth grows with inflation but not necessarily in real terms.

Critics contend

Critics might argue that even with inflation adjustments, a $1,000,000 net worth threshold is still too high, excluding many financially savvy individuals, or conversely, that it is too low and does not adequately protect individuals who may have high net worth but limited investment experience.

Tradeoffs

Balances the desire for regulatory stability and inflation protection with ongoing debates about the appropriate financial thresholds for private market access.

Section 2(a)(2)(C)

Codification of Income Threshold for Accredited Investors

prominently featuredstraightforward

This provision codifies the existing income thresholds for natural persons to qualify as accredited investors: an individual income exceeding $200,000 in each of the two most recent years, or a joint income with a spouse or spousal equivalent exceeding $300,000 in each of those years, with a reasonable expectation of maintaining that income level. This threshold is also subject to the same inflation adjustment as the net worth threshold.

Section 2(a)(2)(D)

Qualification for Accredited Investor Status Based on Professional Licensing

prominently featuredstraightforward

This provision allows natural persons who are currently licensed or registered as a broker or investment adviser by the SEC, a self-regulatory organization (SRO), or a state securities division, and are in good standing, to qualify as accredited investors. This recognizes professional expertise as a pathway to accredited status, independent of financial thresholds.

Section 2(a)(2)(E)

SEC Authority to Define Professional Knowledge Qualification

prominently featuredmoderately complex

This provision grants the Securities and Exchange Commission (SEC) the authority to determine, by regulation, other categories of natural persons who have demonstrable education or job experience that qualifies them as having professional knowledge relevant to a particular investment. This education or job experience must be verified by a self-regulatory organization (SRO).

Section 2(b)

Mandate for SEC Rulemaking to Conform Regulation D

mentioned in summarystraightforward

This provision mandates that the Securities and Exchange Commission (SEC) revise the definition of accredited investor under Regulation D (17 CFR 230.500 et seq.) within 180 days of the bill's enactment. This ensures that the SEC's existing rules for private offerings are updated to reflect the new statutory definition of accredited investor.

FOUND

Mandates the SEC to adjust the net worth and income thresholds for inflation every 5 years using the Consumer Price Index for All Urban Consumers (CPI-U).

Section 2(a)(2)(B) and (C)

Why it matters:This is standard legislative practice for technical details, but its long-term impact on access is significant.

Case for: Ensures the accredited investor definition remains relevant and prevents inflation from eroding access to private markets over time, maintaining the real value of the thresholds.

Case against: Some might argue that tying it to CPI-U might not fully capture the nuances of investment market inflation or that the 5-year adjustment period is too infrequent.

Estimated impact: Prevents gradual constriction of the accredited investor pool due to inflation, potentially allowing millions more individuals to qualify over decades than if the thresholds remained static.

About this analysis. AI-Generated from the official bill text and available committee reports. Gaps in available data are noted explicitly. Verify important details with the official Congress.gov record.

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