SEC. 405. ø15 U.S.C. 7263¿ EXEMPTION. Nothing in section 401, 402, or 404, the amendments made by
those sections, or the rules of the Commission under those sections
shall apply to any investment company registered under section 8
of the Investment Company Act of 1940 (15 U.S.C. 80a–8).
SEC. 406. ø15 U.S.C. 7264¿ CODE OF ETHICS FOR SENIOR FINANCIAL OF- FICERS. (a) C
ODE OF
E
THICS
D
ISCLOSURE
.—The Commission shall issue
rules to require each issuer, together with periodic reports required
pursuant to section 13(a) or 15(d) of the Securities Exchange Act
of 1934, to disclose whether or not, and if not, the reason therefor,
such issuer has adopted a code of ethics for senior financial officers,
applicable to its principal financial officer and comptroller or prin-
cipal accounting officer, or persons performing similar functions.
(b) C
HANGES IN
C
ODES OF
E
THICS
.—The Commission shall re-
vise its regulations concerning matters requiring prompt disclosure
on Form 8–K (or any successor thereto) to require the immediate
disclosure, by means of the filing of such form, dissemination by
the Internet or by other electronic means, by any issuer of any
change in or waiver of the code of ethics for senior financial offi-
cers.
(c) D
EFINITION
.—In this section, the term ‘‘code of ethics’’
means such standards as are reasonably necessary to promote—
(1) honest and ethical conduct, including the ethical han-
dling of actual or apparent conflicts of interest between per-
sonal and professional relationships;
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As Amended Through P.L. 116-222, Enacted December 18, 2020
