H.R. 4640House118th Congress (2023-2025)In Committee

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.

Introduced July 14, 2023

AI-Generated Summary

Updated January 20, 2026 at 9:58 AM UTC

The bill lets companies (issuers) leave out shareholder proposals that focus on environmental, social, or political issues from the materials they send to shareholders for proxy voting or consent. It applies to any shareholder proposal submitted under the existing SEC rule and affects both the companies and the shareholders who might want to raise such topics.

Key Provisions

  • Allows an issuer to exclude a shareholder proposal from its proxy or consent solicitation material if the proposal’s subject matter is environmental, social, or political (or similar).

Legislative Activity

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HouseIntro Referral Latest Action

Referred to the House Committee on Financial Services.

July 14, 2023

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HouseIntro Referral

Introduced in House

July 14, 2023

HouseIntro Referral

Referred to the House Committee on Financial Services.

July 14, 2023

Bill Text

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Introduced in HouseIssued July 14, 2023

I

118th CONGRESS

1st Session

H. R. 4640

IN THE HOUSE OF REPRESENTATIVES

July 14, 2023

Mr. Donalds introduced the following bill; which was referred to the Committee on Financial Services

A BILL

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.

1.

Exclusion of certain ESG shareholder proposals

A shareholder proposal submitted to an issuer pursuant to section 240.14a–8 of title 17, Code of Federal Regulations, may be excluded by an issuer from its proxy or consent solicitation material for a meeting of the shareholders of such issuer if the subject matter of the shareholder proposal is environmental, social, or political (or a similar subject matter).