; and (B) for each such disclosure mandate, an explanation of why the mandate is required. (2) Study and report The Commission shall, every 5 years, issue a report to the Congress justifying each disclosure contained on the list required under paragraph (1). (3) No private liability for failing to make a non-material disclosure A person who fails to disclose non-material information required to be disclosed under the Federal securities laws or regulations shall not be liable for such failure in any private action. . III Public Company Advisory Committee 301. Public Company Advisory Committee The Securities Exchange Act of 1934 is amended by inserting after section 40 ( 15 U.S.C. 78qq ) the following: 40A. Public Company Advisory Committee (a) Establishment and purpose (1) Establishment There is established within the Commission the Public Company Advisory Committee (referred to in this section as the ‘Committee’). (2) Purpose The Committee shall— (A) provide the Commission with advice on its rules, regulations, and policies with regard to its mission of protecting investors, maintaining fair, orderly, and efficient markets, and facilitating capital formation, as they relate to— (i) existing and emerging regulatory priorities of the Commission; (ii) issues relating to the public reporting and corporate governance of public companies; (iii) issues relating to the proxy process for shareholder meetings held by public companies; (iv) issues relating to trading in the securities of public companies; and (v) issues relating to capital formation