Us Congress 2025-2026 Regular Session

Us Congress House Bill HB2190 Compare Versions

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11 I
22 119THCONGRESS
33 1
44 STSESSION H. R. 2190
55 To amend the Securities Exchange Act of 1934 to require reporting of
66 certain expenditures for political activities, and for other purposes.
77 IN THE HOUSE OF REPRESENTATIVES
88 MARCH18, 2025
99 Mr. F
1010 OSTER(for himself, Ms. VELA´ZQUEZ, Mrs. BEATTY, Ms. SCHAKOWSKY,
1111 Mr. C
1212 ASTEN, Mr. GARCI´Aof Illinois, and Mr. HIMES) introduced the fol-
1313 lowing bill; which was referred to the Committee on Financial Services
1414 A BILL
1515 To amend the Securities Exchange Act of 1934 to require
1616 reporting of certain expenditures for political activities,
1717 and for other purposes.
1818 Be it enacted by the Senate and House of Representa-1
1919 tives of the United States of America in Congress assembled, 2
2020 SECTION 1. SHORT TITLE. 3
2121 This Act may be cited as the ‘‘Shareholder Political 4
2222 Transparency Act of 2025’’. 5
2323 SEC. 2. FINDINGS. 6
2424 Congress finds that— 7
2525 (1) corporations make significant political con-8
2626 tributions and expenditures that directly or indi-9
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2929 •HR 2190 IH
3030 rectly influence the election of candidates and sup-1
3131 port or oppose political causes; 2
3232 (2) decisions to use corporate funds for political 3
3333 contributions and expenditures are usually made by 4
3434 corporate boards and executives, rather than share-5
3535 holders; 6
3636 (3) corporations, acting through boards and ex-7
3737 ecutives, are obligated to conduct business for the 8
3838 best interests of their owners, the shareholders; 9
3939 (4) historically, shareholders have not had a 10
4040 way to know, or to influence, the political activities 11
4141 of corporations they own; 12
4242 (5) shareholders and the public have a right to 13
4343 know how corporate managers are spending com-14
4444 pany funds to make political contributions and ex-15
4545 penditures benefitting candidates, political parties, 16
4646 and political causes; and 17
4747 (6) corporations should be accountable to share-18
4848 holders in making political contributions or expendi-19
4949 tures affecting Federal governance and public policy. 20
5050 SEC. 3. REPORTING REQUIREMENTS. 21
5151 Section 13 of the Securities Exchange Act of 1934 22
5252 (15 U.S.C. 78m) is amended by adding at the end the 23
5353 following: 24
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5757 ‘‘(t) REPORTINGREQUIREMENTSRELATING TOCER-1
5858 TAINPOLITICALEXPENDITURES.— 2
5959 ‘‘(1) D
6060 EFINITIONS.—In this subsection: 3
6161 ‘‘(A) E
6262 XPENDITURE FOR POLITICAL AC -4
6363 TIVITIES.—The term ‘expenditure for political 5
6464 activities’— 6
6565 ‘‘(i) means— 7
6666 ‘‘(I) an independent expenditure 8
6767 (as defined in section 301(17) of the 9
6868 Federal Election Campaign Act of 10
6969 1971 (52 U.S.C. 30101(17))); 11
7070 ‘‘(II) an electioneering commu-12
7171 nication (as defined in section 13
7272 304(f)(3) of that Act (52 U.S.C. 14
7373 30104(f)(3))) and any other public 15
7474 communication (as defined in section 16
7575 301(22) of that Act (52 U.S.C. 17
7676 30101(22))) that would be an elec-18
7777 tioneering communication if it were a 19
7878 broadcast, cable, or satellite commu-20
7979 nication; or 21
8080 ‘‘(III) dues or other payments to 22
8181 trade associations or organizations de-23
8282 scribed in section 501(c) of the Inter-24
8383 nal Revenue Code of 1986 and exempt 25
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8787 from tax under section 501(a) of that 1
8888 Code that are, or could reasonably be 2
8989 anticipated to be, used or transferred 3
9090 to another association or organization 4
9191 for the purposes described in sub-5
9292 clause (I) or (II); and 6
9393 ‘‘(ii) does not include— 7
9494 ‘‘(I) direct lobbying efforts 8
9595 through registered lobbyists employed 9
9696 or hired by the issuer; 10
9797 ‘‘(II) communications by an 11
9898 issuer to its shareholders and execu-12
9999 tive or administrative personnel and 13
100100 their families; or 14
101101 ‘‘(III) the establishment and ad-15
102102 ministration of contributions to a sep-16
103103 arate segregated fund to be utilized 17
104104 for political purposes by a corpora-18
105105 tion. 19
106106 ‘‘(B) I
107107 SSUER.—The term ‘issuer’ does not 20
108108 include an investment company registered 21
109109 under section 8 of the Investment Company Act 22
110110 of 1940 (15 U.S.C. 80a–8). 23
111111 ‘‘(2) Q
112112 UARTERLY REPORTS .— 24
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116116 ‘‘(A) REPORTS REQUIRED.—Not later than 1
117117 180 days after the date of enactment of this 2
118118 subsection, the Commission shall amend the re-3
119119 porting rules under this section to require each 4
120120 issuer with a class of equity securities reg-5
121121 istered under section 12 of this title to submit 6
122122 to the Commission and the shareholders of the 7
123123 issuer a quarterly report containing— 8
124124 ‘‘(i) a description of any expenditure 9
125125 for political activities made during the pre-10
126126 ceding quarter; 11
127127 ‘‘(ii) the date of each expenditure for 12
128128 political activities; 13
129129 ‘‘(iii) the amount of each expenditure 14
130130 for political activities; 15
131131 ‘‘(iv) if the expenditure for political 16
132132 activities was made in support of or in op-17
133133 position to a candidate, the name of the 18
134134 candidate and the office sought by, and the 19
135135 political party affiliation of, the candidate; 20
136136 and 21
137137 ‘‘(v) the name or identity of trade as-22
138138 sociations or organizations described in 23
139139 section 501(c) of the Internal Revenue 24
140140 Code of 1986 and exempt from tax under 25
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144144 section 501(a) of such Code which receive 1
145145 dues or other payments as described in 2
146146 paragraph (1)(A)(i)(III). 3
147147 ‘‘(B) P
148148 UBLIC AVAILABILITY.—The Com-4
149149 mission shall ensure that the quarterly reports 5
150150 required under this paragraph are publicly 6
151151 available through the Internet website of the 7
152152 Commission and through the EDGAR system in 8
153153 a manner that is searchable, sortable, and 9
154154 downloadable, consistent with the requirements 10
155155 under section 24. 11
156156 ‘‘(3) A
157157 NNUAL REPORTS.—Not later than 180 12
158158 days after the date of enactment of this subsection, 13
159159 the Commission shall, by rule, require each issuer to 14
160160 include in the annual report of the issuer to share-15
161161 holders— 16
162162 ‘‘(A) a summary of each expenditure for 17
163163 political activities made during the preceding 18
164164 year in excess of $10,000, and each expenditure 19
165165 for political activities for a particular election if 20
166166 the total amount of such expenditures for that 21
167167 election is in excess of $10,000; 22
168168 ‘‘(B) a description of the specific nature of 23
169169 any expenditure for political activities the issuer 24
170170 intends to make for the forthcoming fiscal year, 25
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174174 to the extent the specific nature is known to the 1
175175 issuer; and 2
176176 ‘‘(C) the total amount of expenditures for 3
177177 political activities intended to be made by the 4
178178 issuer for the forthcoming fiscal year. 5
179179 ‘‘(4) R
180180 EPORTS TO CONGRESS.— 6
181181 ‘‘(A) A
182182 SSESSMENT AND REPORT .—The 7
183183 Commission shall— 8
184184 ‘‘(i) conduct an annual assessment of 9
185185 the compliance of issuers with this sub-10
186186 section; and 11
187187 ‘‘(ii) submit to Congress an annual re-12
188188 port containing the results of such assess-13
189189 ment. 14
190190 ‘‘(B) G
191191 OVERNMENT ACCOUNTABILITY OF -15
192192 FICE.—The Comptroller General of the United 16
193193 States shall periodically evaluate and report to 17
194194 Congress on the effectiveness of the oversight 18
195195 by the Commission of the reporting and disclo-19
196196 sure requirements under this subsection.’’. 20
197197 Æ
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