H.R. 4655 — what changed
Businesses Over Activists Act
From Introduced in House to Reported in House. 1 section amended and 1 added between Introduced in House and Reported in House.
Section 1 Short title
changed
Section 14(a) of the Securities Exchange This Act of 1934 (15 U.S.C. 78n(a)) is amended by adding at the end may be cited as the following:“Businesses Over Activists Act”.
removed
“(3) Limitation with respect to compelling discussion of shareholder proposals—Except as provided in paragraph (2), the Commission may not compel an issuer to include in a proxy statement of the issuer—
removed
“(A) any shareholder proposal; or
removed
“(B) any discussion (either from the issuer or otherwise) related to a shareholder proposal contained in the proxy statement.
removed
“(4) Rule of construction relating to State authority—Nothing in this Act or any other securities law shall be construed to provide the Commission the authority to preempt the State regulation of shareholder proposals or proxy or consent solicitation materials.”
Sec. 2 Limitation with respect to compelling the inclusion or discussion of shareholder proposals
addedadded Section 14(a) of the Securities Exchange Act of 1934 (15 U.S.C. 78n(a)) is amended by adding at the end the following:
added “(3) Limitation with respect to compelling inclusion or discussion of shareholder proposals—Except as provided in paragraph (2), the Commission may not compel an issuer to include in a proxy statement of the issuer—
added “(A) any shareholder proposal; or
added “(B) any discussion (either from the issuer or otherwise) related to a shareholder proposal contained in the proxy statement.
added “(4) Rule of construction relating to State authority—Nothing in this Act or any other securities law shall be construed to provide the Commission the authority to preempt the State regulation of shareholder proposals or proxy or consent solicitation materials.”