To amend the Securities Exchange Act of 1934 to exclude qualified institutional buyers and institutional accredited investors when calculating holders of a security for purposes of the mandatory registration threshold under such Act, and for other purposes.

HR 2605 would change how companies count shareholders for securities registration under the Securities Exchange Act of 1934. It excludes qualified institutional buyers (large investment firms) and institutional accredited investors from the count used to determine if a company must register with the SEC. This means companies with significant holdings from these institutional investors would not need to register solely because of them. The bill directly affects public companies that rely on institutional investors, potentially reducing their regulatory burden. It modifies Section 12(g)(1) of the Securities Exchange Act to implement this exclusion.