Empowering Main Street in America Act of 2024

This bill amends the Securities Act of 1933 and other securities laws to address emerging growth companies, promote capital formation, expand investment opportunities for retail investors, foster market integrity, and increase oversight of the Securities and Exchange Commission (SEC).

Sec. 2, Definition: Defines 'Commission' as the Securities and Exchange Commission.

Title I, Promoting Greater Capital Formation in U.S. Public and Private Markets: This title includes several provisions. Sec. 101 raises the revenue threshold for an 'emerging growth company' to less than $2 billion, indexed for inflation every 5 years. Sec. 102 creates a new micro-offering exemption for securities sales up to $500,000 over 12 months, adjusted for inflation. Sec. 103 increases the limit on the number of persons (from 250 to 500) and the asset threshold (from $10 million to $50 million) for certain investment company exclusions. Sec. 104 directs the SEC to set a public float threshold at a 12-month rolling average of $700 million, indexed for inflation. Sec. 105 eases crowdfunding requirements for offerings up to $500,000, allowing issuers to provide tax-return-based financial statements without an independent accountant review. Sec. 106 requires the SEC to amend the definition of venture capital fund to include equity securities from qualifying portfolio companies and investments in other venture capital funds. Sec. 107 establishes a safe harbor for finders in private placements, requiring written disclosures. Sec. 108 adds 'rural-area small businesses' to certain SEC advisory committee considerations. Sec. 109 requires the SEC to study and report on the definition of 'small entity' every 5 years.

Title II, Responsibly Expanding Investment Opportunities for Retail Investors: Sec. 201 allows individuals to qualify as accredited investors by passing a Commission-approved examination. Sec. 202 requires the SEC to study the impact of limiting retail investors and defined contribution plans from investing in private placements. Sec. 203 directs the Financial Literacy and Education Commission to study and report on retail investor confidence and inclusion. Sec. 204 prohibits the SEC from limiting closed-end companies from investing in private funds. Sec. 205 expands the exclusion from investment company status for certain retirement plans, including 403(b) custodial accounts and governmental plans.

Title III, Fostering Investor Confidence in Market Integrity, Fairness, and Transparency: Sec. 301 requires the SEC to study the readability of financial statements for retail investors. Sec. 302 expands the duties of the SEC Ombudsman to include liaison with small businesses and intermediaries under Regulation Crowdfunding and requires annual reports to Congress. Sec. 303 requires the SEC's Division of Economic and Risk Analysis to annually publish data on offerings, costs, enforcement actions, and market structure. Sec. 304 requires the SEC to study the costs of IPOs and Tier 2 offerings for small- and medium-sized companies. Sec. 305 allows issuers to exclude shareholder proposals without regard to whether they relate to a significant social policy issue.

Title IV, Holding Regulators Accountable Through Increased Oversight: Sec. 401 requires the SEC Chairman to testify semiannually before Congress. Sec. 402 requires the SEC Chairman to submit a semiannual report to Congress on regulatory and enforcement actions. Sec. 403 requires the SEC to consider costs and benefits when issuing rulemakings. Sec. 404 requires Senate confirmation of the SEC Inspector General.