H.R. 3402: To 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.

119th Congress · introduced 2025-05-14 · Finance and Financial Sector · Latest: Referred to the House Committee on Financial Services.

federal

What does this mean?

Official title

To 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.

Plain 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.

Congressional Research Service summary (Introduced in House), quoted unchanged (nonpartisan). Read the source.

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A “Yea” vote

If it passes both chambers and is signed, it becomes law.

A “Nay” vote

If it is not passed, current law stays as it is.

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What does this mean? (plain words)

Official text

To 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.

Source: Congressional Research Service summary (Introduced in House)

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Officials and money

Sponsor: Rep. Loudermilk, Barry [R-GA-11] · 0 cosponsors

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Words on this page, explained (2)

Bill: A proposed law. It becomes law only if it passes the legislature and is signed by the president or governor (or a veto is overridden).
Securities: Financial investments that can be bought and sold, such as stocks and bonds.

Plain meanings written from linked sources. All words.

Sources

Congressional Research Service summary (Introduced in House)
Congress.gov
Data: GovInfo BILLSTATUS bulk data (Library of Congress), BILLSTATUS-119hr3402.xml <https://www.govinfo.gov/bulkdata/BILLSTATUS/119/hr>

Record fed-us-cong119-hr3402 · catalog fed-us-congress-bills-cong119 · updated 2026-11-03 by psicol fed-bills