H.R. 3402In committeeJobs & the economy
Investment firms face new shareholder vote disclosure rules
Data as of July 11, 2026
Large investment firms would have to publicly report how they vote on corporate proposals and how often they follow outside voting advice.45-second read · 4 questions answered below
Decoded
What does this do?
This bill would require large investment firms to file yearly reports showing how they voted on corporate shareholder proposals and how closely they followed recommendations from outside proxy advisory firms. Firms managing at least $100 billion must also document a financial analysis for any vote that goes against an independent board of directors, and must tell customers they are not required to vote on every proposal.
Who does it affect?
The bill applies to institutional investment managers, such as companies that manage stocks on behalf of pension funds or individual retirement accounts. Firms with at least $100 billion in assets under management face additional requirements beyond the general rules.
Why does it matter?
Clients would be able to see whether their investment manager is making independent decisions or largely following outside advice. This creates a public record of voting behavior that did not previously exist.
Where does it stand?
- Introduced
- House committee — You are here
- House vote
- Senate
- President's desk
Right now: a House committee is reviewing it. If the Senate changes it, it goes back to the House before reaching the President.
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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.
- Introduced:
- May 14, 2025
- Latest action:
- May 14, 2025
Referred to the House Committee on Financial Services.
Read the official bill on Congress.govMake the call
Three steps: where you stand, your script, the call.