H. R. 8383
To amend the Securities Exchange Act of 1934 to establish certain requirements related to proxy voting, and for other purposes.
Be it enacted by the Senate and House of Representatives of the United States of America in Congress assembled,
SECTION 1. SHORT TITLE.
This Act may be cited as the Protecting Americans’ Savings Act.
SEC. 2. REQUIREMENTS RELATED TO PROXY VOTING.
Section 14 of the Securities Exchange Act of 1934 (15 U.S.C. 78n) is amended by adding at the end the following:
- (l)Prohibition on robovoting—
- (1)In general—
The Commission shall issue final rules prohibiting the use of robovoting with respect to votes related to proxy or consent solicitation materials.
- (2)Robovoting defined—
In this subsection, the term robovoting means the practice of automatically voting in a manner consistent with the recommendations of a proxy advisory firm or on a proxy advisory firm’s electronic voting platform with the proxy advisory firm’s recommendations, in either case, without independent review and analysis.
- (1)
- (m)Prohibition on outsourcing voting decisions by institutional investors—
With respect to votes related to proxy or consent solicitation materials, an institutional investor may not outsource voting decisions to any person other than an investment adviser or a broker or dealer that is registered with the Commission, or is exempt from such registration, and has a fiduciary or best interest duty to the institutional investor.
- (n)No requirement To vote—
No person may be required to cast votes related to proxy or consent solicitation materials, unless obligated by their fiduciary duty or Rule 206(4)–6 (17 CFR 275.206(4)–6).
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