Bill · S. 3055· Senate(119-S-3055)
Corporate Governance Fairness Act
- Introduced
- 10/23/2025
- Last activity
- 10/23/2025 — Read twice and referred to the Committee on Banking, Housing, and Urban Affairs. (Sponsor introductory remarks on measure: CR S7731-7732)
- Sponsored by
- John Reed
- Cosponsors
- - 0 - 1
- Introduced
- In Committee
What this bill would do
This bill amends the Investment Advisers Act of 1940 to require proxy advisory firms to register as investment advisers. It defines a proxy advisory firm and sets a gross receipts threshold of more than $5,000,000 for firms that must register. The legislation mandates that the Commission conduct periodic and special examinations of the records of proxy advisory firms. These examinations must review whether the firms knowingly made false statements or omitted material facts, and look at their conflict of interest policies. Additionally, the Commission must submit a report to specific congressional committees evaluating these conflict policies and procedures not later than 2 years after the enactment of the Act. The Commission is also required to submit updated reports to Congress at least once every 5 years thereafter.
Yes
Does this give people more protection from unfair business practices?+6
The bill enhances investor protection by requiring proxy advisory firms to register as investment advisers and subjecting them to regulatory oversight regarding conflicts of interest and false statements.
Does this make what the government does easier for the public to see?+5
The legislation mandates regular reports to Congress regarding conflict of interest policies and proxy advisory firm operations, thereby improving governmental oversight and transparency.
Does this give the federal government more power?+3
The bill increases federal regulatory oversight by mandating SEC registration, periodic examinations, and reporting for proxy advisory firms.
The opposite
No question was scored the opposite.
Who it would affect, and how
Potential Positive Impacts for People
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Examination of False Statements and Conflicts of Interest: Section 2(4), amending section 204(g) of the Investment Advisers Act of 1940, requires the Commission to conduct periodic inspections of proxy advisory firms to review whether they knowingly made false statements to clients, omitted material facts, or handled conflicts of interest properly. This is positive because it holds these firms accountable and protects investors from misleading information.
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Congressional Oversight and Evaluation Reports: Section 2(5), amending section 211(h) of the Investment Advisers Act of 1940, requires the Commission to submit a report to Congress within two years—and updated reports every five years—evaluating proxy advisory firms' conflict of interest policies and procedures for avoiding false or misleading statements. This benefits the public by ensuring continuous congressional oversight of how these firms operate and protect investors.
Potential Negative Impacts for People
- Burdens on Smaller Firms That Choose to Register: Section 2(1), adding section 202(a)(32)(A)(ii) to the Investment Advisers Act of 1940, excludes firms with gross receipts of $5,000,000 or less from the proxy advisory firm definition, but allows them to choose to be considered a proxy advisory firm. If a smaller firm chooses to register, it may face regulatory burdens and compliance costs that could strain its resources.
Groups and Interests Ranking
Every group the model scored this bill for, from -10 to +10. Hover a score for the reason it gave.
- Governance And Ideology
- Improves Government Transparency+5Increases Federal Power+3
- Economy And Finance
- Improves Consumer Protection+6
- 10/23/2025
- Read twice and referred to the Committee on Banking, Housing, and Urban Affairs. (Sponsor introductory remarks on measure: CR S7731-7732)
- 1 Cosponsor added.
- Introduced in Senate
Thomas TillisRepublican · North Carolina