HALOS Act of 2025
Sponsored By: Representative Rep. Lawler, Michael [R-NY-17]
Passed House
Summary
Create an exception to the SEC's general solicitation ban for issuer presentations at qualified investor events. It would let early-stage companies speak to accredited angel groups under strict sponsor and disclosure rules.
Show full summary
- Startups and issuers: Would be able to present at qualifying events without triggering the general-solicitation prohibition if they limit what they say to that they are offering securities, the type and amount being offered, how much is already subscribed, and the intended use of proceeds.
- Angel investor groups and attendees: Accredited investor groups that meet the bill's definition get broader access to pitches. Attendance alone would not establish a pre-existing substantive relationship under Rule 506(b).
- Event sponsors and organizers: Sponsors allowed include colleges, nonprofits, incubators, venture forums, state or tribal entities, and similar groups. Sponsors may not give investment advice, negotiate deals, charge more than reasonable administrative fees, or accept compensation that would require broker or adviser registration.
- SEC and rulemaking: The bill would require the Securities and Exchange Commission to amend Regulation D's general-solicitation rule for these presentations within six months after enactment.
Your PRIA Score
Personalized for You
How does this bill affect your finances?
Sign up for a PRIA Policy Scan to see your personalized alignment score for this bill and every other piece of legislation we track. We analyze your financial profile against policy provisions to show you exactly what matters to your wallet.
Bill Overview
Analyzed Economic Effects
3 provisions identified: 0 benefits, 0 costs, 3 mixed.
Easier startup pitches at investor events
The SEC would have 6 months to change Regulation D. At certain sponsor-run events, issuers could speak without it counting as general solicitation. Allowed sponsors include governments, colleges, nonprofits, angel groups, incubators, and some trade groups. Events could not be in religious-owned facilities, except accredited colleges. Event ads could not name a specific securities offering. At the event, issuers could share only four facts: that they are offering or plan to offer, the type and amount, how much is subscribed, and how they will use the money. Sponsors could not give advice, run negotiations, or charge more than reasonable admin fees, and would need to give a one-page risk notice.
Event attendance not a prior relationship
The bill would limit the SEC’s change to what can be said at events, not how securities are bought or sold. Also, just going to a qualifying event would not, by itself, create a pre‑existing relationship for Rule 506(b). Issuers would still need a real prior relationship if they rely on 506(b).
Who qualifies as issuers and angel groups
The bill would define who can use these events. An angel investor group would be accredited investors who invest their own money, meet regularly, and are not tied to brokers, dealers, or advisers. An issuer would have to be a business that is not in bankruptcy or receivership, not an investment company, and not a blank check, blind pool, or shell company. These definitions would control who can sponsor or present at qualifying events.
Free Policy Watch
You just read the policy. Now see what it costs you.
Pick a topic. PRIA runs your household against live legislation and sends you a free personalized readout.
Pick a topic to get started
Sponsors & CoSponsors
Sponsor
Rep. Lawler, Michael [R-NY-17]
NY • R
Cosponsors
Rep. Gottheimer, Josh [D-NJ-5]
NJ • D
Sponsored 5/13/2025
Salazar
FL • R
Sponsored 5/20/2025
Roll Call Votes
No roll call votes available for this bill.
View on Congress.govTake It Personal
Get Your Personalized Policy View
Take the PRIA Score to see how policy affects your household, then upgrade to PRIA Full Coverage for year-round monitoring.
Already have an account? Sign in