Bill > HR52

This bill requires the Securities and Exchange Commission (SEC) to amend its rules about shareholder proposals, with specific limitations based on a company's filing status. For non-accelerated filers, accelerated filers, and large accelerated filers, the bill sets different caps on the number of shareholder proposals that can be included in a company's proxy materials. Critically, a shareholder proposal can only be included if it has a "material effect" on the company's financial performance, which is narrowly defined to exclude proposals primarily focused on environmental, social, political, or ideological goals. The bill defines "material" as a financial risk or return that a reasonable investor would consider important, excluding long-term uncertain or systemic risks. Companies would have the discretion to determine which proposals to include among those submitted, and must disclose their selection method to the SEC. Additionally, the bill prohibits board members from submitting proposals, and if multiple submitted proposals are substantially similar, they will be counted as a single proposal. The amendments must be implemented within 180 days of the bill's enactment, and the bill explicitly does not require the SEC to include shareholder proposals or expand its regulatory authority.

Business and Industry

https://www.congress.gov/bill/119th-congress/house-bill/52/all-info