PlainBillCongress, translated.Legislation. Context. Public interest.Committee on Banking, Housing, and Urban Affairs. Hearings held. Hearings printed: S.Hrg. 117-621.
Congressional Research Service
Version 00 · Introduced in Senate · Mar 29, 2022
Restoring Shareholder Transparency Act of 2022
This bill limits corporate shareholder proposals and revises proxy voting protocols for shareholders. Current shareholder proposal rules address who is eligible to submit shareholder proposals for a vote and the dissemination of information to voters through a proxy statement.
Under the bill, a company is not required to comply with these shareholder proposal rules. Instead, a company may opt-in to these rules.
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The bill also revises these rules to require a shareholder hold at least 1% of the market value of the company's securities in order to submit a shareholder proposal. Under current rules, a shareholder's ability to submit a proposal depends upon the dollar amount of shares held and the length of time the shares have been held. It also revises these rules to provide that a company's allowed bases for exclusion of a proposal apply without regard to whether the proposal relates to a significant social policy issue. Under current guidance, a shareholder proposal may overcome a company's exclusion if the proposal is of social policy significance.
Finally, the bill generally prohibits proxy voting advice furnished by a person who provides such advice for a fee.
People & committees
Sen. Hagerty, Bill [R-TN] · R–TN
Legislative record
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Committee on Banking, Housing, and Urban Affairs. Hearings held. Hearings printed: S.Hrg. 117-621.
Read twice and referred to the Committee on Banking, Housing, and Urban Affairs.
Introduced in Senate
Primary sources
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No related bills are listed in this snapshot. This does not establish whether the proposal has appeared in earlier Congresses.
Source last updated: May 27, 2026. Consult Congress.gov for the current record.
AI Conversation Starters
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Analyze S.3945 as objectively as possible. Explain its main provisions, who would be affected, possible benefits and harms, implementation, exceptions, and uncertainties. Present the strongest arguments for and against it, and identify evidence needed to assess its public impact.
Examine S.3945 through a progressive lens, focusing on fairness, access, economic inequality, and effects on vulnerable communities. Explain potential benefits, costs, and unintended consequences. Consider the strongest counterarguments and distinguish stated goals from demonstrated outcomes.
Examine S.3945 through a conservative lens, focusing on fiscal responsibility, institutional stability, federalism, and the scope of government. Explain potential benefits, costs, and unintended consequences. Consider the strongest counterarguments and any provisions that challenge this perspective.
Examine S.3945 through a civil-liberties and limited-government lens. Consider individual rights, privacy, voluntary choice, accountability, and government power. Explain tradeoffs, possible safeguards, and the strongest counterarguments without assuming the proposal is beneficial or harmful.