,,ii  #aafth ,,congress  #ast ,session  
,s4 #bdhh  ,,in ,,the ,,senate ,,of     
,,the ,,united ,,states  ,september #ag1
 #bjai,mr4 ,van ,hollen introduced the  
following bill2 which was read twice and
 referred to the ,committee on ,banking1
 ,housing1 and ,urban ,affairs  ,a      
,,bill  ,to amend the ,securities       
,exchange ,act of #aicd to require the  
,securities and ,exchange ,commission to
 issue rules that prohibit officers and 
directors of certain companies from     
trading securities in anticipation of a 
current report1 and for other purposes4 
#a4 ,short title ,this ,act may be cited
 as the #h-,k ,trading ,gap ,act of     
#bjai4  #b4 ,prohibition on certain     
trading in anticipation of a current    
report ,the ,securities ,exchange ,act  
of #aicd 7#ae ,u4,s4,c4 #gh;a et seq47  
is amended by inserting after section   
#aj;,d 7#ae ,u4,s4,c4 #gh;j-#d7 the     
following3  #aj;,e4 ,prohibition on     
certain trading in anticipation of a    
current report  7a7 ,prohibition ,not   

later than #a year after the date of    
enactment of this section1 the          
,commission shall issue rules that      
require each issuer that is subject to  
reporting requirements under section    
#ac7;a7 or #ae7;d7 to establish and     
maintain policies1 controls1 and        
procedures that are reasonably designed 
to prohibit executive officers and      
directors of the issuer from purchasing1
 selling1 or otherwise transferring any 
equity security of the issuer1 directly 
or indirectly--  7#a7 subject to        
subsection 7b77#c77;,c71 with respect to
 an event described in any of sections  
#a through #f of ,form #h-,k1 during the
 period beginning on the date on which  
the event occurs and ending on the date 
on which the issuer files or furnishes a
 current report on ,form #h-,k with     
respect to the event2 and  7#b7 with    
respect to an event described in section
 #g or #h of ,form #h-,k1 during the    
period beginning on the date on which   
the issuer determines that the issuer   

will disclose the event and ending on   
the date on which the issuer files or   
furnishes a current report on ,form     
#h-,k with respect to the event4  7b7   
,permissible transactions ,in issuing   
rules under subsection 7a71 the         
,commission-- 7#a7 may exempt from those
 rules certain transactions as the      
,commission determines to be            
appropriate1 including those            
transactions that--  7,a7 occur         
automatically2  7,b7 are made pursuant  
to an advance election2 or  7,c7 except 
as provided in paragraph 7#b71 involve a
 purchase or sale of equity securities  
that satisfies the conditions under     
section #bdj4aj;b#e-a7;c7 of title #ag1 
,code of ,federal ,regulations1 or any  
successor regulation2  7#b7 may not     
exempt from those rules a transaction   
made by an executive officer or director
 of an issuer under a plan that--  7,a7 
is described in section                 
#bdj4aj;b#e-a7;c77#a77;i77,a77#c7 of    
title #ag1 ,code of ,federal            

,regulations1 or any successor          
regulation2 and  7,b7 was adopted-- 7i7 
with respect to an event described in   
sections #a through #f of ,form #h-,k1  
during the period beginning on the date 
on which the event occurred and ending  
on the date on which the issuer files or
 furnishes a current report on ,form    
#h-,k with respect to the event2 and    
7ii7 with respect to an event described 
in section #g or #h of ,form #h-,k1     
during the period beginning on the date 
on which the issuer determines that the 
issuer will disclose the event and      
ending on the date on which the issuer  
files or furnishes a current report on  
,form #h-,k with respect to the event2  
and  7#c7 shall exempt from those       
rules-- 7,a7 issuers that are required  
to adopt and administer a code of ethics
 under section #bgj4ag;j-#a of title    
#ag1 ,code of ,federal ,regulations1 or 
any successor regulation2  7,b7 any     
other issuer that is registered under   
the ,investment ,company ,act of #aidj  

7#ae ,u4,s4,c4 #hj;a-#a et seq47 and the
 investment advisers of which are       
required to adopt and administer a code 
of ethics under section #bge4bjd;,a-#a  
of title #ag1 ,code of ,federal         
,regulations1 or any successor          
regulation2 and  7,c7 any event-- 7i7   
that is described in any of sections #a 
through #f of ,form #h-,k2 and  7ii7    
with respect to which the issuer has    
announced the event in a press release  
or other method of dissemination that   
complies with the method of public      
disclosure described in section         
#bdc4aja7;e77#b7 of title #ag1 ,code of 
,federal ,regulations1 or any successor 
regulation4  7c7 ,rule of construction  
,any reference in this section to a     
section of ,form #h-,k shall be         
construed to refer to that section of   
,form #h-,k as in effect on the date of 
enactment of this section4  4