Hill Heat

Regulators overseeing public corporations and depository institutions are adopting climate-related financial risk measures and regulations to support shareholder democracy. At this full committee hearing, Republican witnesses will testify in favor of legislation to block those advances.

Committee memo

Witnesses:

• James Copland, Senior Fellow & Director, Manhattan Institute
• Benjamin Zycher, Senior Fellow, American Enterprise Institute
• Lawrence Cunningham, Special Counsel, Mayer Brown
• Ted Allen, Vice President, Society for Corporate Governance

Legislation:

• H.R. ____, a bill authorize the exclusion of shareholder proposals from proxy or consent solicitation material if such proposals are substantially similar to previously included proposals.
• H.R. ____, to authorize the exclusion of shareholder proposals from proxy or consent solicitation material if such proposals substantially implement, substantially duplicate, or are substantially similar to previously included proposals.
• H.R. ____, to authorize the exclusion of shareholder proposals from proxy or consent solicitation material if the subject matter of the shareholder proposal is environmental, social, or political.
• H.R. ____, to clarify that an issuer may exclude a shareholder proposal pursuant to section 240.14a-8(i) of title 17, Code of Federal Regulations, without regard to whether such proposal relates to a significant social policy issue.
• H.R. ____, to amend the Securities Exchange Act of 1934 to prohibit the Securities and Exchange Commission from compelling the discussion of shareholder proposals or proxy or consent solicitation materials.
• H.R. ____, to require the Securities and Exchange Commission to conduct a study of certain issues with respect to shareholder proposals, proxy advisory firms, and the proxy process, and for other purposes.
• H.R. ____, to amend the Securities Exchange Act of 1934 to provide for the registration of proxy advisory firms, and for other purposes.
• H.R. ____, to amend the Securities Exchange Act of 1934 to provide for liability for certain failures to disclose material information in connection with proxy voting advice, and for other purposes. 
• H.R. ____, to amend the Securities Exchange Act of 1934 to provide for duties of certain investment advisors, asset managers, and pension funds with respect to voting on shareholder proposals, and for other purposes.
• H.R. ____, to amend the Securities Exchange Act of 1934 to prohibit robovoting with respect to votes related to proxy or consent solicitation materials, and for other purposes.
• H.R. ____, to amend the Investment Advisers Act of 1940 with respect to proxy voting of passively managed funds, and for other purposes.
• H.R. ____, to require the Comptroller General of the United States to conduct a study on the detrimental impact of the Directive on Corporate Sustainability Due Diligence and the Corporate Sustainability Reporting Directive on United States companies, and for other purposes.
• H.R. ____, the “International Regulatory Transparency and Accountability Act.”
• H.R. ____, the “Mandatory Materiality Requirement Act of 2022.”
• H.R. ____, to amend the Securities Exchange Act of 1934 to require the Securities and Exchange Commission to disclose and report on non-material disclosure mandates, and for other purposes.
• H.R. ____, the “Public Company Advisory Committee Act of 2022.”
• H.R. ____, to amend the Investment Advisers Act of 1940 to specify requirements concerning the consideration of pecuniary and non-pecuniary factors, to require the Securities and Exchange Commission to conduct a study on climate change and other environmental disclosures in the municipal bond market, and to require the Securities and Exchange Commission to conduct a study on the solicitation of municipal securities business.
• H.R. 2743, the “Fair Access to Banking Act.”