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Bill > S3055


US S3055

US S3055
Corporate Governance Fairness Act


summary

Introduced
10/23/2025
In Committee
10/23/2025
Crossed Over
Passed
Dead

Introduced Session

119th Congress

Bill Summary

A bill to amend the Investment Advisers Act of 1940 to require proxy advisory firms to register as investment advisers under that Act, and for other purposes.

AI Summary

This bill amends the Investment Advisers Act of 1940 to establish a comprehensive regulatory framework for proxy advisory firms, which are companies that provide research, analysis, and recommendations to investors about how to vote their shares in corporate elections. The bill requires proxy advisory firms to register as investment advisers with the Securities and Exchange Commission (SEC), with an exemption for smaller firms that generate less than $5 million in annual gross receipts. The legislation mandates that the SEC conduct periodic inspections of these firms to review their statements for accuracy, examine their conflict of interest policies, and ensure they are not making false or misleading statements to clients. Additionally, the bill requires the SEC to submit a report to Congressional committees within two years, evaluating existing policies at proxy advisory firms and assessing whether additional investor protections are necessary. The SEC must also provide updates to this report every five years, focusing on whether existing rules sufficiently protect investors' ability to make informed investment decisions and exercise their shareholder rights. By creating these new registration and oversight requirements, the bill aims to increase transparency and accountability in the proxy advisory industry.

Committee Categories

Housing and Urban Affairs

Sponsors (2)

Last Action

Read twice and referred to the Committee on Banking, Housing, and Urban Affairs. (Sponsor introductory remarks on measure: CR S7731-7732) (on 10/23/2025)

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