Short Sale Transparency and Market Fairness Act
This bill modifies securities reporting requirements applicable to certain institutional investment managers. Specifically, the bill (1) reduces the reporting window for asset managers responsible for more than $100 million in assets to file ownership reports with the Securities and Exchange Commission (SEC) from 45 days to 10 days after the end of each month, and (2) expands requirements to include direct or indirect derivative positions or interest (e.g., short positions) in such reports.
Additionally, the SEC must (1) issue rules providing for the public disclosure of short sale activity by institutional investment managers, and (2) report on the standards and criteria used to determine whether confidential treatment applies to an institutional investment manager for the purpose of filing certain reports.
To amend the Securities Exchange Act of 1934 to modernize the reporting 
 requirements under section 13(f) of such Act, and for other purposes.

    Be it enacted by the Senate and House of Representatives of the 
United States of America in Congress assembled,

SECTION 1. SHORT TITLE.

    This Act may be cited as the ``Short Sale Transparency and Market 
Fairness Act''.

SEC. 2. SECTION 13(F) REPORTING REQUIREMENTS.

    Section 13(f) of the Securities Exchange Act of 1934 (15 U.S.C. 
78m(f)) is amended--
            (1) in paragraph (1)--
                    (A) by striking ``equity securities of a class 
                described in section 13(d)(1) of this title having an 
                aggregate fair market value on the last trading day in 
                any of the preceding twelve months of at least 
                $100,000,000 or such lesser amount (but in no case less 
                than $10,000,000) as the Commission, by rule, may 
                determine, shall file reports with the Commission in 
                such form, for such periods, and at such times after 
                the end of such periods as the Commission, by rule, may 
                prescribe, but in no event shall such reports be filed 
                for periods longer than one year or shorter than one 
                quarter.'' and inserting ``covered securities having an 
                aggregate fair market value on the last trading day in 
                any of the preceding twelve months of at least 
                $100,000,000, shall file reports not later than 10 
                business days after the end of each month with the 
                Commission.''; and
                    (B) by striking ``such equity security'' and 
                inserting ``covered security'' ; and
            (2) by adding at the end the following:
    ``(7) Form of Reports.--The Commission may prescribe by rule the 
form of the reports required under paragraph (1).
    ``(8) Covered Security.--For purposes of paragraph (1), the term 
`covered security' means--
            ``(A) an equity security of a class described in subsection 
        (d)(1); or
            ``(B) a direct or indirect derivative interest or position 
        (including a security-based swap) in an equity security, as 
        defined by the Commission.''.

SEC. 3. REGULATIONS RELATING TO SHORT SALE DISCLOSURES.

    Not later than 180 days after the date of the enactment of this 
Act, the Securities and Exchange Commission shall issue rules 
implementing the amendments made by section 929X of title IX of the 
Dodd-Frank Wall Street Reform and Consumer Protection Act (15 U.S.C.78a 
et seq.).

SEC. 4. STUDY ON CONFIDENTIAL TREATMENT OF 13(F) REPORTS.

    (a) In General.--The Securities and Exchange Commission shall 
conduct a study to evaluate the standards and criteria used to 
determine whether confidential treatment shall apply with respect to an 
institutional investment manager for purposes of filing a report under 
section 13(f) of the Securities Exchange Act of 1934 (15 U.S.C. 
78m(f)).
    (b) Report.--Not later than 1 year after the date of enactment of 
this Act, the Securities and Exchange Commission shall submit to the 
Committee on Financial Services of the House of Representatives and the 
Committee on Banking, Housing, and Urban Affairs of the Senate a report 
on the results of the study conducted under subsection (a).
    (c) Rulemaking.--Not later than 2 years after the date of enactment 
of this Act, the Securities and Exchange Commission shall issue or 
revise rules consistent with the results of the study conducted under 
subsection (a).
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Short Sale Transparency and Market Fairness Act
To amend the Securities Exchange Act of 1934 to modernize the reporting requirements under section 13(f) of such Act, and for other purposes.
Short Sale Transparency and Market Fairness Act
Rep. Waters, Maxine