Corporate Governance Examination Act

Mr. Speaker, I yield myself such time as I may consume.

Mr. Speaker, we are on the brink of yet another government shutdown brought to you by MAGA Republicans. I have lost track of how many times this has happened in this Congress. Frankly, I and the rest of America are just tired. We are exhausted.

There are real consequences when the government shuts down. It harms our national security. It harms our economy. It harms servicemembers, veterans, retirees, and vulnerable communities.

Instead of working to prevent a shutdown, we are debating a bill that seeks to divide America with fake culture wars that are really about denying the real dangers posed by climate change and denying the fact that our country's rich diversity is one of our greatest resources.

This bill, H.R. 4790, which I am calling the promoting MAGA priorities over economic growth act, is straight out of the Republicans Project 2025 playbook. It would restrict voting rights for investors, ban information that MAGA Republicans don't agree with, and block the government agency responsible for protecting our capital markets, the Securities and Exchange Commission, from directing public companies to report critical information that impacts their bottom line, including climate risk, company diversity, and employee welfare.

This bill flies in the face of the 80 percent of investors who want companies to disclose these metrics, known as environmental, social, and governance, or ESG, policies. Companies that prioritize these metrics perform better financially than their peers that do not.

Many studies have shown that companies that embrace the diversity of the United States outperform those that do not. Indeed, companies with the highest percentages of women board directors outperformed those the least by 53 percent when it comes to shareholder returns.

If we think about it, this is just common sense. When a company includes the views and perspectives that reflect the diversity of America, all of America is likely to see the value of that company.

When I was chairwoman of the committee, I created the first of its kind Subcommittee on Diversity and Inclusion. We received countless hours of testimony from researchers who confirmed that embracing diversity and inclusion is not just the right thing to do but is also good for the bottom line. It is good management.

Let me go through in more detail what this bill does.

First, H.R. 4790 strips American investors of their legal right to vote on and offer proposals that can influence the direction of the companies they own, particularly those related to ESG policies. The bill does this by giving management, rather than the SEC, the final say on whether a proposal gets included on the ballot at a company's annual shareholder meeting.

The effect of this bill would deprive investors of what is today, right now, a legal right to have proposals of any kind included.

There is a long history of shareholders pushing America's corporations to adopt practices that most of us take for granted today. This includes majority-independent boards, say-on-pay executive compensation, and annual director elections.

Today, investors are pushing companies to report ESG metrics, board diversity, and how workers are treated. Being able to offer, and then vote on these proposals, is a legal right of investors under current law. That is right. Shareholders are the legal owners of the companies they invest in and corporate executives work at their pleasure.

Mr. Speaker, it seems that my colleagues on the other side of the aisle, who are so concerned about socialism, might need a refresher about how capitalism really works.

Second, H.R. 4790 undermines another critical component of our equity markets. The bill limits independent analysis and research by impeding key providers that investors use known as proxy advisers.

Proxy advisers are neutral third parties that provide shareholders and their representatives with independent analysis about items that are up for a vote on the corporate ballot. Proxy advisers also solve an important problem by doing the research on thousands of corporate votes that investors would otherwise have to do themselves. Management simply does not want ordinary investors to have this information as it may not align with their recommendations.

To be clear, investors pay for these services and do so because they don't just want to take management's word, and they shouldn't. By restricting what analysis and research ordinary investors can purchase and use, H.R. 4790 is effectively another MAGA book ban.

Third, H.R. 4790 severely limits the SEC's authority to direct companies to report data about their climate risks, diversity hiring, and employee welfare.

Instead of allowing the SEC to determine what information investors should see, as is currently settled law, under this bill, companies themselves would make this determination.

It shouldn't surprise anyone that a company's management is not inclined to share more than it has to, and if it gets too close, one can imagine that companies wouldn't share much of anything.

Congress authorized the SEC to be the arbiter of what is disclosed because our markets only work when investors--investors--have sufficient information to make informed investment decisions.

Finally, H.R. 4790 undermines the government's ability to coordinate with international partners and take commonsense steps to address financial risks like those posed by climate change. In fact, if the Federal Reserve hears from a European counterpart that requiring companies to guard against wildfire risk is important, the Fed would have to jump through several new hurdles before it could implement it, even in an emergency.

This extreme measure would even make it harder for our bank regulators to encourage banks to expand small business lending, an issue I tried to fix through an amendment but was blocked.

To be clear, this bill doesn't just have one or two poison pills in it. When each bill was separately considered in committee, not a single Democratic member voted for them.

H.R. 4790 strips the right of investors to vote and offer their own proposals to strengthen the companies they own, strips their access to independent research and analysis about the companies they own, and strips the government regulator of its authority to compel those companies to provide the market with critical information.

Is this America?

Mr. Speaker, I reserve the balance of my time.

Mr. Speaker, I yield 3 minutes to the gentleman from California (Mr. Vargas), who is a member of the Committee on Financial Services and the co-chair of the Congressional Sustainable Investment Caucus.

Mr. Chairman, I yield 3 minutes to the gentleman from California (Mr. Sherman), who is also the ranking member of the Subcommittee on Capital Markets.

Mr. Speaker, I yield 2 minutes to the gentleman from Texas (Mr. Green), who is the ranking member of the Subcommittee on Oversight and Investigations.

Mr. Speaker, I yield 1 minute to the gentlewoman from Ohio (Mrs. Beatty), who is also the ranking member of the Subcommittee on National Security, Illicit Finance, and International Financial Institutions.

Mr. Speaker, I yield an additional 30 seconds to the gentlewoman from Ohio.

Mr. Speaker, I yield 2 minutes to the gentleman from Illinois (Mr. Casten), who is a member of the Financial Services Committee and the co-chair of the Congressional Sustainable Investment Caucus.

Mr. Speaker, I yield 1 minute to the gentlewoman from Texas (Ms. Garcia), who is also the vice ranking member of the Committee on Financial Services.

Mr. Speaker, I yield an additional 30 seconds to the gentlewoman from Texas.

Mr. Speaker, I yield 1 minute to the gentlewoman from Michigan (Ms. Tlaib), who is also the vice ranking member of the Subcommittee on Housing and Insurance.

Mr. Speaker, I yield an additional 30 seconds to the gentlewoman from Michigan.

Mr. Speaker, I yield 1 minute to the gentleman from Illinois (Mr. Casten), a member of the Financial Services Committee and the co-chair of the Congressional Sustainable Investment Caucus.

Mr. Speaker, I yield myself such time as I may consume.

Mr. Speaker, let me be clear. We all want our investments to grow. Investors want to be able to compare ESG metrics across companies because there is substantial research showing that companies that are actively managing their climate risk and promoting diversity, equity, and inclusion are more profitable, not less.

Consistent and transparent disclosure on these metrics are critical for investors who are looking to maximize their investment growth, not just for

investors who are looking to put their money toward good causes.

This is not just about doing the right thing for the Earth or for employees. It is about doing the right thing for a company's bottom line, the right thing for the growth of our investments, and the right thing for investor choice.

My colleague has claimed that nothing in this bill would prevent an individual from investing in companies with ESG policies, but let's take a look at the facts.

This bill would make it harder for investors to access clear and consistent disclosures from companies on ESG metrics.

How can an investor make informed decisions without that information? They cannot, and that is why this bill is so harmful.

It is taking away investor rights and investor choice in order to force MAGA policies on all of us at the expense of investors. It is unacceptable.

Mr. Speaker, I reserve the balance of my time.

Mr. Speaker, I yield myself such time as I may consume.

Mr. Speaker, this bill has been opposed by the Biden-Harris administration. In fact, this Statement of Administration Policy states that this bill ``would severely limit the ability of Federal financial regulators to protect consumers and investors.''

It also ``would disempower stakeholders and investors. . . .''

I include the Statement of Administration Policy in the Record.

Statement of Administration Policy

h.r. 4790--prioritizing economic growth over woke policies act

The Administration opposes H.R. 4790, which would severely

limit the ability of Federal financial regulators to protect

consumers and investors.

Since 1934, the Securities and Exchange Commission (SEC)

has worked to protect investors, safeguard markets, and

enhance access to capital. Central to these efforts are the

SEC's disclosure rules, which require companies that offer

securities to the public to provide investors the information

they need to make informed decisions. The changes proposed in

H.R. 4790 would fundamentally limit the SEC's ability to

fulfill its mission by prohibiting the agency from requiring

companies to provide certain disclosures of information

material to investment decisions, and instead allowing the

regulated companies themselves the discretion to determine

what must be disclosed.

The SEC also exists to ensure that companies are responsive

to shareholder and investor concerns. However, H.R. 4790

would disempower stakeholders and investors, including by

preventing the SEC from compelling companies to notify

investors of other shareholders' proposals and by limiting

the types of proposals that shareholders can introduce.

Finally, the bill also limits some independent agencies,

including the Federal Reserve, from working to influence

standards proposed by specified international organizations

that work to improve the financial system, curtailing the

Nation's ability to coordinate with international

counterparts in the face of threats to the global economy.

Mr. Speaker, I also point out that this bill is opposed by over 40 organizations and investor advocates. I include in the Record the letter these groups signed indicating their opposition to

Mr. Speaker, I yield myself the balance of my time.

Mr. Speaker, we have talked a lot during this debate about investors, and I want to be clear that when I say ``investor,'' I am talking about people saving for retirement, their children's education, and to purchase a home. I am talking about Americans who have saved a few dollars in a mutual fund or purchased a few stocks.

These are the investors, and it is their rights that this bill tramples on. It tramples on their right to vote on and to offer proposals to strengthen companies they own, their right to information to evaluate their investment, and it undermines the regulator who works to protect investor rights.

This is taking us back. This is undoing the traditional investor rights that we have enjoyed for so long that are now being stripped while there is an attempt to undo what we are trying to do with climate change.

Well, I know that they don't believe in the science and what is happening with climate change, but this is going way beyond what I thought any of my colleagues on the opposite side of the aisle would do.

I understand that large public corporations want this bill because it would allow them to take investors' money but ignore them in every respect.

Shareholders are the legal owners of these companies, not the executives. Mr. Speaker, I think the executives simply forgot who they work for.

The shareholders are the ones who invest their hard-earned dollars in the company and deserve the right to participate in this small way.

This bill is a blatant denial of climate change and insulting to communities all across this country that have been burned by historical wildfires, flattened by monster hurricanes, and parched by record heat waves and droughts.

This bill is an attempt to make us see our neighbor as a threat rather than as a friend. It suggests wanting companies to reflect the diversity of America is itself un-American.

I know that there are those who don't like to see people like me in the boardrooms, who don't like to see people of color in the boardrooms, who don't like to see LGBT in the boardrooms.

We are not going back, Mr. Speaker. We are going to continue to fight this fight, and we are going to fight for the investors.

With that type of thinking, it leads the politicians to share fearmongering lies, like people eating pets rather than seeing that our diversity of people, ideas, backgrounds, and religions is our greatest strength and what sets America apart from the rest of the world.

Mr. Speaker, I yield back the balance of my time.

Mr. Speaker, pursuant to House Resolution 1455, I call up the bill (H.R. 4790) to amend the Federal securities laws with respect to the materiality of disclosure requirements, to establish the Public Company Advisory Committee, and for other purposes, and ask for its immediate consideration in the House.

Mr. Speaker, I ask unanimous consent that all Members may have 5 legislative days in which to revise and extend their remarks and include extraneous material on the bill under consideration.

Mr. Speaker, I yield myself such time as I may consume.

Mr. Speaker, today, we have an opportunity to put a stake in the ground and ensure our financial system remains the envy of the world by passing H.R. 4790, the Prioritizing Economic Growth Over Woke Policies Act.

Under the Biden-Harris administration, agencies that have traditionally been viewed as independent have been hijacked to push through a partisan environmental, social, and governance, or ESG, agenda.

Politically motivated, unelected bureaucrats are forcing these leftwing political priorities--which, by the way, Mr. Speaker, Democrats were unable to pass into law even when they had unified control of Congress--on the American people through financial regulation.

In other words, rogue Democrat-appointed regulators are forcing companies to waste limited time and resources on ESG political mandates that have little or nothing to do with a firm's financial performance.

These misguided ESG efforts don't benefit our banking system or our capital markets. They certainly don't help consumers, workers, job creators, everyday investors, or retirement savers.

That is why House Republicans are fighting back with the Prioritizing Economic Growth Over Woke Policies Act. This bill is critical to combat the risks woke ESG initiatives pose to the American people and our financial system. It is a combination of four packages consisting of 20 different bills from the Committee on Financial Services, including my GUARDRAIL Act, Congressman Steil's Protecting Americans' Retirement Savings from Politics Act, Congressman Norman's Businesses Over Activists Act, and Congressman Loudermilk's American FIRST Act.

I applaud my colleagues for their work and appreciate their partnership. I also commend Chairman McHenry for his steadfast leadership to ensure protecting Americans and our financial system from out-of-bounds ESG mandates is a key priority for Republicans on the Committee on Financial Services.

I want to underscore, Mr. Speaker, why H.R. 4790 is so desperately needed. Under the Biden-Harris administration, rogue regulators are weaponizing independent agencies to pursue the objective of the political far left at the expense of our financial system and, more importantly, everyday investors.

SEC Chair Gensler and progressive Democrats are abusing our securities laws, overstepping their statutory authority, and redefining the long-accepted ``materiality standard'' to accommodate the demands of radical climate and social activists.

The materiality standard, which has been a pillar of American securities laws for decades, requires public companies to disclose information that has substantial likelihood to influence the financial judgments of a reasonable investor. Those are the standards that have been accepted, I believe, since 1976.

House Democrats have proposed legislation to require public companies to disclose nonmaterial information, including all information related to climate impact and emissions, human capital, and ``equity,'' whatever that might be, none of which have a substantial impact on a given firm's financial performance. None of these proposals were enacted into law.

More recently, Chair Gensler's rogue SEC has overstepped its authority by pursuing rulemakings to mandate similar nonmaterial disclosures. This includes finalizing the disastrous climate disclosure rule earlier this year.

Let me be clear: If this information is material to a business' financial performance and therefore affects the everyday investor, it is already required to be disclosed under the materiality standard.

That is where my GUARDRAIL Act, a key pillar of this legislation we are considering today, comes in. It protects U.S. capital markets and the financial interests of everyday investors by rejecting this new, prescriptive, and expansive notion of materiality by reining in SEC overreach.

Specifically, the bill prevents rogue regulators from mandating the disclosure of nonmaterial ESG information that would overwhelm, not inform, everyday investors, also known as reasonable investors.

At the same time, H.R. 4790 holds large asset managers and the proxy advisory duopoly of ISS and Glass Lewis accountable. These firms are abusing their outsized market influence to force leftwing political views on public companies, rather than aligning their shareholder voting with the financial interests of investors and economic goals.

The Prioritizing Economic Growth Over Woke Policies Act returns power to everyday investors and retirement savers from these unaccountable third parties. Additionally, the bill would require the SEC's shareholder proposal process to stop progressive activists from hijacking the proxy process to inject woke ESG initiatives into corporate boardrooms.

Now, Mr. Speaker, it actually would stop all left, right, or center activists' proposals from being introduced. That is a good thing for everyone. This will allow executives and directors to focus on creating shareholder value--by the way, their legal responsibility--and benefiting retirement savers and bolstering economic growth.

Finally, this bill would stop the alliance of leftwing activists, unaccountable global governance organizations, and politicized Biden- Harris regulators from weaponizing the U.S. banking regulatory framework to inject radical ESG initiatives to the detriment of consumers and American competitiveness.

With the Prioritizing Economic Growth Over Woke Policies Act, House Republicans are taking action to protect the financial system, workers, job creators, and everyday investors from radical ESG initiatives that put leftwing political goals above American prosperity.

Mr. Speaker, I urge my colleagues to support H.R. 4790, and I reserve the balance of my time.

Mr. Speaker, I will just note that, yes, it is America, and I will note that the ranking member voted against a continuing resolution just yesterday to keep government open. However, I am sure, Mr. Speaker, that she will have another opportunity very, very soon.

Mr. Speaker, I yield 5 minutes to the gentleman from Georgia (Mr. Loudermilk).

Mr. Speaker, I yield 5 minutes to the gentleman from Wisconsin (Mr. Steil) to speak on his work on protecting Americans' retirement savings from politics.

Mr. Speaker, I will note that, for some, the louder and longer they say something, they hope people will believe it.

Mr. Speaker, I yield 2 minutes to the gentlewoman from Missouri (Mrs. Wagner), the chairwoman of the Subcommittee on Capital Markets.

Mr. Speaker, I note that this bill is absolutely neutral on climate change and doesn't even reference it.

Mr. Speaker, I yield 2 minutes to the gentleman from Kentucky (Mr. Barr), who is the chairman of the Subcommittee on Financial Institutions and Monetary Policy.

Mr. Speaker, I yield an additional 30 seconds to the gentleman from Kentucky.

Mr. Speaker, I yield 1 minute to the gentleman from Wisconsin (Mr. Fitzgerald), who has been putting a lot of effort into this.

Mr. Speaker, I yield 2 minutes to the gentleman from Iowa (Mr. Nunn), who is a member of our Financial Services Committee.

Mr. Speaker, I yield 1\1/2\ minutes to the gentleman from Pennsylvania (Mr. Meuser), my good friend and a member of the Financial Services Committee.

Mr. Speaker, I simply note that if this was about protecting investors and maximizing their profit, we wouldn't force them to go into a lower return product like my colleagues are trying to do.

Mr. Speaker, I yield 2 minutes to the gentleman from Tennessee (Mr. Rose), my friend and colleague, a member of the Financial Services Committee.

Mr. Speaker, I yield 1 minute to the gentleman from Nebraska (Mr. Flood).

Mr. Speaker, may I inquire as to how much time is remaining.

Mr. Speaker, I reserve the balance of my time.

Mr. Speaker, I am prepared to close.

Meanwhile, I again reiterate that the law requires any material information, including climate information, must be disclosed currently, if it is material.

I will continue to reserve the balance of my time until the gentlewoman is prepared to close.

Mr. Speaker, I continue to reserve the balance of my time until the gentlewoman is prepared to close.

Mr. Speaker, I yield myself the balance of my time.

Mr. Speaker, I thank all of my colleagues, the Members who spoke here today, as well as the 20 Members who included their bills in this particular package.

We have heard a lot of rhetoric. We have heard a lot of hyperbole. We have heard a lot of fearmongering, charged rhetoric, and, frankly, even some falsehoods today from my colleagues across the aisle.

I want to be clear, Mr. Speaker, that again, the law requires any material information, including climate, and all these other things that have been discussed today, must be disclosed to investors, if it is material.

Now, in 1976, the great Thurgood Marshall established standards of materiality in the TSC v. Northway case.

Thurgood Marshall realized, as did the rest of the Supreme Court, that having just arbitrary and capricious and sort of willy-nilly rules surrounding what should or shouldn't be disclosed and what should and shouldn't be informative to the reasonable investor--his words and their words--to the reasonable investor, they needed to put guardrails around that. In 1976, Thurgood Marshall did that.

This administration, after nearly 50 years, and their puppets in the supposedly independent agencies have turned that concept on its head.

We see this time and time again because they cannot do this through the legislative process. They are turning to those regulators who are abusing their situations.

Here are the facts. Unelected bureaucrats have hijacked and overhauled the public company shareholder proxy process.

Here are the facts. They have adopted rules and guidance that exceeds their statutory authority, and by the way, those same courts have been putting them back in their place.

Here are the facts. They have redefined the materiality standard. They have ceded authority over American financial regulation to global governance bodies.

Why would we do this? Why would we do this when the U.S. capital markets are the envy of the world? Capital comes to the United States because of our strength. Yet, they want to undermine and weaken it.

In response, our bill, H.R. 4790, the Prioritizing Economic Growth Over Woke Policies Act, will prevent regulatory overreach.

It will restore the materiality standard. It will restore the SEC's proxy voting process. It will hold large proxy advisory firms accountable.

It will block regulators from injecting ESG and other initiatives into our financial system. It will reassert sovereignty over American financial regulation to American regulators, not international bodies. Again, Mr. Speaker, the law requires any material information be included to the reasonable investor.

Let's seize this opportunity to protect workers, to create jobs, to protect those job creators and everyday investors from radical ESG initiatives that put leftwing political goals above American prosperity.

Let's ensure our financial system remains the envy of the world, Mr. Speaker. Let's vote ``yes''.

Mr. Speaker, I yield back the balance of my time.

Mr. Speaker, on that I demand the yeas and nays.

Mr. Speaker, I rise in strong support of H.R. 4790, the Prioritizing Economic Growth Over Woke Policies Act. Not only is this bill important to restoring sound financial practices within the financial services sector, it includes two provisions that originated from legislation I introduced in this Congress. The most significant is my bill, H.R. 4823, the American Financial Institution Regulatory Sovereignty and Transparency Act of 2023, better known as the American FIRST Act.

The short title is an apt description of the bill's aim: to put American interests first in bank supervision and remove misguided political influence from our banking system. The American FIRST Act has three important key elements:

First, it removes undue political influence from banking regulations. In recent years, Mr. Speaker, we have seen bank policy used by regulators to further their political interests, not for what is best for banks or their customers. Bank regulators have proposed sweeping supervisory changes without critically evaluating the models they use to forecast climate-related financial risk. When nonbinding FSOC proposals are written into binding regulation, they deserve a high degree of scrutiny from lawmakers.

The truth is that the banking system shouldn't be a race to fill supervisory roles with partisan loyalists. It should be about safeguarding the financial system with a sober eye for objectivity.

Hastily pushing through regulations without a thorough economic analysis can have significant unintended consequences, especially on the average consumer.

According to the U.S. Chamber of Commerce, aggressive climate regulations like those proposed by FSOC could have catastrophic effects on our energy sector. Small businesses and families in energy-producing States could face higher energy costs and reduced credit access.

My provisions in this bill will ensure that any regulatory action proposed by FSOC, or the executive branch undergoes a full review process so that the public better understands the trade-offs that they are making.

My colleagues across the aisle call these reporting requirements hoops that regulators will be forced to jump through, but in reality, they are arguing against increased transparency and good governance in banking regulation.

Second, it ensures that bank regulators fall under U.S. authority. Bank supervisors at the Federal Reserve, FDIC, OCC, and others have consistently put the interest of large foreign banks ahead of our own. These policies aren't just abstract. They have significant implications for the stability of our financial system and for American competitiveness abroad.

For example, on May 22, 2022, the Basel Committee on Banking Supervision, a European-based, international organization, lowered transnational footprint standards for the largest European banks, which disadvantaged U.S. banks of the same size. Federal Reserve officials actually endorsed the changes, which put American banks and their borrowers at a significant disadvantage.

My bill addresses this problem by requiring U.S. financial regulators to periodically report on how they engage with their foreign counterparts. It also requires them to conduct a robust analysis before implementing any rule to conform with the recommendations of an international body. Specifically, it mandates that they conduct a thorough economic analysis, projecting the effects on credit markets, employment, and the broader economy before implementing any rules originating from a foreign nongovernment organization.

Third, it depoliticizes Federal Reserve supervision. The American FIRST Act calls for the elimination of the vice chairman for supervision at the Federal Reserve. This role was intended to centralize supervisory power within the Fed, but it has added another layer of complexity. Last year we experienced a significant banking crisis on the Fed's watch, which is hardly evidence that the system is more stable with another powerful bureaucrat in the mix. At worst, the position has unnecessarily politicized bank supervision allowing unchecked partisan bureaucrats to channel credit away from politically disfavored sectors.

Finally, I would also like to highlight another provision in this bill, previously introduced as H.R. 4649. This provision would require transparency from America's largest asset managers when voting the shares entrusted to them.

These large firms have historically relied on external proxy advisory firms to guide how they vote the shares they manage for other investors. Some of these proxy firms are actually foreign owned and managed entities which do not have the soundness of the U.S. economy as their primary interest.

This bill would require these large firms to disclose how often they vote in line with proxy advisory firms and to ensure that their votes are in the best interests of their shareholders.

Once again, Mr. Speaker, I urge my colleagues to vote for transparency and good governance and vote ``yes'' on H.R. 4790.

Mr. Speaker, I rise today as a former CEO who would have personally benefited from this legislation. I rise in strong, dare I say, vehement, opposition to this legislation.

Let me be very clear. The job of a CEO, especially in capital- intensive businesses like the one I used to run, is to be a prudent and responsible steward of other people's capital.

I should also be candid and say that sometimes investors can be a pain in the butt. When you are the CEO, you are managing their money. They may call you, and they may ask questions about wanting to dig into the details of your hiring policies. They may want to dig into the details of your internal governance policies. They may want to understand the degree to which your company is hedged out against future risks, ESG or otherwise.

It is very tempting in those moments, from my personal experience as a CEO, to say: ``You all don't understand this business as well as I do. I am so much smarter than you. I am going to ignore your questions because they are not material,'' and hang up the phone.

That is a great way to become an ex-CEO, which is exactly as it should be. When you tell them that they don't understand what I know about my company, they are inclined to correct you and say: ``No. It is not your company. It is my company.''

My Republican colleagues are doing exactly that with this bill. They are telling investors and shareholders that they do not have a right to decide what is material in their interest in these companies. Maybe that is an individual investor. Maybe that is a pension fund. They are saying that they don't matter.

Mr. Speaker, let me tell you, our Nation's CEOs thank my Republican colleagues for their service, for looking out for them.

Now, we will always have a few lousy, self-interested CEOs who would like to fleece their investors, who would like to hide their liabilities, who would like to tell you to shut up and pound sand because you don't understand their business.

It is sad to me to see the Republican Party choose to associate with them and say we have their backs. I am proud to stand with our Nation's good CEOs and, more importantly, with all of our Nation's investors in strong opposition to this antimarket, antigrowth legislation.

Mr. Speaker, again, I oppose H.R. 4790 because it impedes shareholders' engagement with the companies they own, limits visibility into corporate decisionmaking, and ultimately weakens the foundation of America's strong free market.

For this reason, at the appropriate time, I will offer a motion to recommit this bill back to committee. If the House rules had permitted, I would have offered this motion with an important amendment to this bill.

My amendment would require companies to disclose when they abandon commitments to diversity, equity and inclusion, or DEI.

DEI initiatives at companies lead to more innovative and productive organizational cultures. Establishing a diverse workforce helps companies attract and retain top talent and ultimately drives better business outcomes.

I ask unanimous consent to include in the Record the text of this amendment immediately prior to the vote on the motion to recommit.

Mr. Speaker, I have a motion to recommit at the desk.

Mr. Speaker, I rise in support of this bill, which will protect retirement savings from political interference by activists and their proxy adviser allies.

Mr. Speaker, I thank the chairman for including my legislation in this comprehensive package. My bill, the Protecting Americans' Retirement Savings from Politics Act, reins in proxy advisers and puts a stop to the political takeover of retirement investments.

Names like ISS and Glass Lewis may not make the headlines every day, but these two firms constitute a powerful proxy adviser duopoly. They are fueling a movement to weaponize Americans' retirement funds to push their political agenda. This hurts workers, our economy, and the returns on Americans' hard-earned retirement savings.

Under Chairman Gensler, the Biden SEC gutted safeguards that were meant to provide proxy advisers with accountability and transparency. The SEC has also given a green light to activists to inject politics into the boardroom by changing the rules and empowering unaccountable SEC staff. This has predictably led to a huge spike in politically motivated shareholder proposals.

ISS and Glass Lewis control 97 percent of the proxy adviser market, advising virtually all professional investors. ISS offers companies consulting services to address the same activist proposals they make recommendations on, which is an obvious conflict of interest.

My bill prevents this conflict and enforces the disclosure of other potential conflicts of interest.

On top of that, the proxy adviser firms don't bear any costs or responsibility or accountability for their misguided recommendations. Some of these proposals clearly harm shareholders' value. In some cases, they have even directed companies to do things that are against the law.

Hardworking Americans saving for retirement shouldn't bear these costs. Many, I think, would be shocked to learn that their investments aren't always being maximized to provide a secure retirement. Instead, they are being hijacked for political impact.

Congress needs to rein that in and prevent that abuse. My bill addresses this in several key ways.

First, it reforms the proxy process to reduce the number of duplicative, repetitive, and politically motivated shareholder proposals. Second, it establishes a registration process for proxy advisory firms, requiring them to disclose their conflicts of interest and methodologies, and restricting their ability to offer consulting services.

It also reimposes liability on proxy advisers for getting things wrong. It ends robovoting, the process that autofills proxy advisers' recommendations. This practice can magnify proxy advisers' errors and biases.

Third, the bill places requirements on institutional investors to ensure they are voting with Americans' best economic interests in mind. They can't just outsource judgment to conflicted proxy advisers. Retirement security is far too important.

The Protecting Americans' Retirement Savings from Politics Act is an essential part of this comprehensive and commonsense legislation. We need to step up to empower investors, restore transparency and accountability, and enhance competition.

Mr. Speaker, I urge my colleagues to support this legislation.