H.R. 3402
Referred to CommitteeTo amend the Securities Exchange Act of 1934 to require certain disclosures by institutional investment managers in connection with proxy advisory firms, and for other purposes.
Latest Action
Referred to the House Committee on Financial Services.
5/14/2025 • House
Summary
This bill requires certain institutional investment managers that use proxy advisory firms to disclose information related to voting on shareholder proposals. (Proxy advisory firms provide voting services and advice to institutional investors in public companies for proposals presented at shareholder meetings.)
Generally, institutional investment managers must report annually (1) how the manager voted on each shareholder proposal, (2) the percentage of votes cast in accordance with proxy advisory firm recommendations, and (3) explanations such as how votes are reconciled with fiduciary duties. Managers must also certify that votes were based solely on the best economic interest of the shareholders.
In addition, large institutional investment managers must (1) inform customers that shareholders are not required to vote on every proposal; (2) on certain votes, determine through an economic analysis the vote that is in the best economic interest of shareholders; and (3) report any such analysis annually.
Introduced in House • 5/14/2025
Topics & Subjects
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Related Federal Spending
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Bill Journey
Originated in the House
Introduced
May 14, 2025
Referred to the House Committee on Financial Services.
Committee Review
Floor Debate
Passed Chamber
Other Chamber
President
Enacted into Law
Text Versions (1)
Related Bills (1)
Details
Sources and method
· Congress.gov, CRS, USAspending, FEC, LDA · Record updated Aug 20, 2026
- Congress.govLibrary of CongressStatus, actions, sponsors, cosponsors, committees and textRecord updated Aug 20, 2026 · Loaded Nov 2, 2026, 2:02 AM ET
- CRS bill summaryCongressional Research Service, via Congress.govOfficial summarySummary of the “Introduced in House” version, May 14, 2025 · Loaded Nov 2, 2026, 2:02 AM ET
- USAspending.govU.S. Department of the TreasuryRelated Federal Spending section
- FEC filingsFederal Election CommissionFunding & Lobbying section
- Lobbying disclosures (LDA)Secretary of the Senate and Clerk of the HouseFunding & Lobbying section
All sources: Public domain (17 U.S.C. § 105) · Method: Data sources → · Campaign finance →
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