S. 3945 · 117th Congress
Restoring Shareholder Transparency Act of 2022
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Never voted on. It didn't reach a floor vote before the 117th Congress ended, so it expired. A bill has to be introduced again to be considered in a new Congress.
3 cosponsors · 3 R
3 signed on when it was introduced; the rest joined later. Cosponsors who withdrew aren't shown.
This bill limits corporate shareholder proposals and revises proxy voting protocols for shareholders. Current shareholder proposal rules address who is eligible to submit shareholder proposals for a vote and the dissemination of information to voters through a proxy statement.
What it does: CRS summary · Introduced in Senate · Mar 29, 2022
Restoring Shareholder Transparency Act of 2022
This bill limits corporate shareholder proposals and revises proxy voting protocols for shareholders. Current shareholder proposal rules address who is eligible to submit shareholder proposals for a vote and the dissemination of information to voters through a proxy statement.
Under the bill, a company is not required to comply with these shareholder proposal rules. Instead, a company may opt-in to these rules.
The bill also revises these rules to require a shareholder hold at least 1% of the market value of the company's securities in order to submit a shareholder proposal. Under current rules, a shareholder's ability to submit a proposal depends upon the dollar amount of shares held and the length of time the shares have been held. It also revises these rules to provide that a company's allowed bases for exclusion of a proposal apply without regard to whether the proposal relates to a significant social policy issue. Under current guidance, a shareholder proposal may overcome a company's exclusion if the proposal is of social policy significance.
Finally, the bill generally prohibits proxy voting advice furnished by a person who provides such advice for a fee.
Written by the nonpartisan Congressional Research Service. All summary versions on Congress.gov
About this bill and sources
Official title: Restoring Shareholder Transparency Act of 2022
Latest action (Apr 5, 2022): Committee on Banking, Housing, and Urban Affairs. Hearings held.
Policy area: Finance and Financial Sector · Origin: Senate · Introduced: Mar 29, 2022
Official page on Congress.gov · Bill text (GovInfo) · Status record (XML)
No recorded floor vote found.