Hearing: Proxy Power and Proposal Abuse: Reforming Rule 14a-8 to Protect Shareholder Value

Committee on Financial Services

Wednesday, September 10, 2025 (10:00 AM)

2128 RHOB
Washington, D.C.

Witnesses

Mr. James Copland
Senior Fellow & Director of Legal Policy, Manhattan Institute

Added 09/05/2025 at 02:23 PM
  • Witness Testimony [PDF] Added 09/09/2025 at 02:48 PM
  • Witness Truth in Testimony [PDF] Added 09/09/2025 at 02:48 PM
  • Witness Biography [PDF] Added 09/09/2025 at 02:48 PM

Mrs. Ferrell Keel
Partner, Jones Day

Added 09/05/2025 at 02:23 PM
  • Witness Testimony [PDF] Added 09/09/2025 at 02:48 PM
  • Witness Truth in Testimony [PDF] Added 09/09/2025 at 02:48 PM
  • Witness Biography [PDF] Added 09/09/2025 at 02:48 PM

Mr. Ron Mueller
Partner, Gibson Dunn & Crutcher LLP

Added 09/05/2025 at 02:23 PM
  • Witness Testimony [PDF] Added 09/09/2025 at 02:48 PM
  • Witness Truth in Testimony [PDF] Added 09/09/2025 at 02:48 PM
  • Witness Biography [PDF] Added 09/09/2025 at 02:48 PM

Mr. Brad Lander
Comptroller, City of New York

Added 09/05/2025 at 02:23 PM
  • Witness Testimony [PDF] Added 09/09/2025 at 06:08 PM
  • Witness Truth in Testimony [PDF] Added 09/09/2025 at 06:08 PM
  • Witness Biography [PDF] Added 09/09/2025 at 06:08 PM

Text of Legislation

  • H.R. 4098, the Stopping Proxy Advisor Racketeering Act [PDF] Added 09/05/2025 at 02:23 PM
  • H.R. 3402, a bill to amend the Securities Exchange Act of 1934 to require certain disclosures by institutional investment managers in connection with proxy advisory firms, and for other purposes [PDF] Added 09/05/2025 at 02:23 PM
  • H.R. ____, a bill to amend the Securities Exchange Act of 1934 to provide for the registration of proxy advisory firms, and for other purposes [PDF] Added 09/05/2025 at 02:23 PM
  • H.R. ____, a bill to amend the Securities Exchange Act of 1934 to provide for liability for certain failures to disclose material information in connection with proxy voting advice [PDF] Added 09/05/2025 at 02:23 PM
  • H.R. ____, the Mandatory Materiality Requirement Act of 2025 [PDF] Added 09/05/2025 at 02:23 PM
  • H.R. ____, the Empowering Shareholders Act of 2025 [PDF] Added 09/05/2025 at 02:23 PM
  • H.R. ____, the Public Company Advisory Committee Act of 2025 [PDF] Added 09/05/2025 at 02:23 PM
  • H.R. ____, the Performance over Politics Act [PDF] Added 09/05/2025 at 02:23 PM
  • H.R. ____, the Businesses Over Activists Act [PDF] Added 09/05/2025 at 02:23 PM
  • H.R. ____, Protecting American’s Savings Act [PDF] Added 09/05/2025 at 02:23 PM
  • H.R. ____, a bill to clarify that an issuer may exclude a shareholder proposal pursuant to section 240.14a-8(i) of title 17, Code of Federal Regulations, without regard to whether such proposal relates to a significant social policy issue [PDF] Added 09/05/2025 at 02:23 PM
  • H.R. ____, 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 [PDF] Added 09/05/2025 at 02:23 PM
  • H.R. ____, the Corporate Governance Examination Act [PDF] Added 09/05/2025 at 02:23 PM
  • H.R. ____, a bill to amend the Securities Exchange Act of 1934 to require the Securities and Exchange Commission to disclose and report on non-material disclosure mandates, and for other purposes [PDF] Added 09/05/2025 at 02:23 PM
  • H.R. ___, a bill to amend the Securities Exchange Act of 1934 with respect to prohibitions relating to the solicitation and influence of proxies [PDF] Added 09/05/2025 at 02:23 PM

Support Documents

  • Notice [PDF]
  • Memorandum [PDF] Added 09/05/2025 at 02:23 PM

First Published: September 3, 2025 at 10:01 AM
Last Updated: September 10, 2025 at 11:48 AM