Overview

Title

To amend the Securities Exchange Act of 1934 to require reporting of certain expenditures for political activities, and for other purposes.

ELI5 AI

H.R. 2190 wants companies to tell people how much money they spend on politics, like which politicians or groups they help, so everyone knows what's happening with that money. But there's nothing in the bill saying what happens if they don't do this, and some types of spending aren't included, which might keep some spending secret.

Summary AI

H. R. 2190, titled the “Shareholder Political Transparency Act of 2025,” aims to amend the Securities Exchange Act of 1934 to enforce new reporting requirements on corporations regarding political expenditures. The bill mandates that corporations disclose quarterly and annually the details of political spending, such as who was supported, the amount spent, and which organizations received funding. This is intended to give shareholders and the public a clear view of how company resources are used in political activities, boosting accountability and transparency in corporate political spending.

Published

2025-03-18
Congress: 119
Session: 1
Chamber: HOUSE
Status: Introduced in House
Date: 2025-03-18
Package ID: BILLS-119hr2190ih

Bill Statistics

Size

Sections:
3
Words:
1,232
Pages:
7
Sentences:
16

Language

Nouns: 354
Verbs: 82
Adjectives: 72
Adverbs: 11
Numbers: 44
Entities: 81

Complexity

Average Token Length:
4.41
Average Sentence Length:
77.00
Token Entropy:
5.01
Readability (ARI):
41.22

AnalysisAI

General Summary of the Bill

The proposed bill, known as the "Shareholder Political Transparency Act of 2025," aims to enhance transparency in political spending by corporations. It seeks to amend the Securities Exchange Act of 1934 by introducing new reporting requirements for companies. Under these rules, corporations must provide detailed reports on their political expenditures. This includes quarterly submissions outlining the nature, amount, and recipients of political spending, as well as annual summaries of past and planned expenditures. These reports are intended to be publicly accessible, thus allowing shareholders and the wider public to understand how corporate funds are used in the political arena.

Summary of Significant Issues

One of the primary issues in the bill is the lack of clear mechanisms that ensure shareholders and the public truly have the right to access information on corporate political spending. The bill assumes these rights but does not specify how they are legally guaranteed. Furthermore, the bill excludes direct lobbying efforts and shareholder communications from the political spending reports, potentially creating loopholes for companies to hide significant expenditures under these categories.

Additionally, investment companies registered under the Investment Company Act of 1940 are exempt from these reporting requirements. This could lead to substantial undisclosed political expenditures by such entities, undermining the transparency goals of the bill. The absence of penalties for non-compliance also raises concerns about the bill's enforcement effectiveness.

Impact on the Public

Broadly, this bill could increase public insight into the political actions and investments of some corporations. It aims to ensure that shareholders can scrutinize and potentially influence how their money is utilized in political contexts. This may lead to companies aligning their political spending more closely with the values of their shareholders and customers, potentially improving corporate accountability.

However, by not addressing direct lobbying and certain types of organizations, the bill might not fully achieve its intended transparency, as significant political spending could remain obfuscated.

Impact on Stakeholders

Shareholders: Providing access to detailed reports on political expenditures enables shareholders to keep an eye on corporate actions and makes it easier for them to hold boards accountable. However, without specified mechanisms for influence, shareholders might find it challenging to effect change based on the disclosed information.

Corporations: They would face increased administrative burdens from the quarterly and annual reporting requirements, possibly requiring extra resources for compliance. This could be particularly taxing for companies with complex or extensive political engagements.

General Public: By making these reports publicly available, the bill encourages a more informed citizenry. Transparency regarding corporate involvement in politics could empower voters and stimulate discussions on the role of money in politics.

Regulatory Agencies: The Securities and Exchange Commission (SEC) will likely need additional resources to manage the oversight, compilation, and dissemination of political expenditure data. Ensuring consistency in how this data is presented—such as being easily searchable and downloadable—could pose challenges without specific technological standards provided in the bill.

In summary, while the bill has ambitious goals of increasing transparency in corporate political activities, certain ambiguities and exemptions present potential barriers to achieving its full impact. Its effectiveness will largely depend on how these issues are addressed during implementation.

Financial Assessment

In considering the financial implications of H.R. 2190, titled the "Shareholder Political Transparency Act of 2025," it is crucial to assess the sections of the bill where financial figures and allocations are explicitly referenced and the broader issues these references might raise in the context of the legislation.

Financial References and Reporting Requirements

The bill mandates rigorous reporting requirements concerning political expenditures made by corporations. Specifically, these requirements state that each issuer must include in their annual report:

  • A summary of each expenditure for political activities exceeding $10,000 during the preceding year.
  • Each expenditure related to a particular election if the total amount exceeds $10,000.

The intent behind highlighting these financial amounts is to ensure that significant political expenditures are disclosed transparently, thereby allowing shareholders and the public to understand the influence corporations wield in political arenas through financial means.

Potential Loopholes and Exclusions

One of the significant issues raised in the bill is the potential loophole regarding what constitutes an "expenditure for political activities." The definition specifically excludes direct lobbying efforts and internal communications with shareholders. This exclusion could allow corporations to categorize substantial financial activities under these areas, thereby bypassing the transparency that the bill aims to enforce. Since direct lobbying efforts often involve considerable sums, this exclusion might undermine the bill's transparency goals.

Furthermore, the bill exempts investment companies registered under the Investment Company Act of 1940 from being considered ‘issuers’ for these reporting requirements. This could result in large political expenditures by such entities remaining undisclosed, significantly reducing the overall transparency the bill seeks to enhance.

Enforcement and Compliance Concerns

An essential aspect of any legislative requirement is the presence of clear penalties or consequences for non-compliance. The bill does not explicitly outline any penalties for failing to adhere to these reporting requirements, which could weaken the enforcement and effectiveness of the act. Without specified penalties, corporations might not have enough incentive to fully comply, diminishing the intended financial transparency.

Administrative and Operational Challenges

The requirement for corporations to submit quarterly reports on political expenditures could impose a notable administrative burden, potentially impacting operational efficiency and financial resources. Companies with extensive political activities may need to allocate additional resources to comply with these reporting obligations, which could affect their overall financial planning and operational priorities.

Technological Standards for Reporting

The demand for making reports "searchable, sortable, and downloadable" could also present challenges. Without clear technological criteria or standards, corporations and the Commission might implement varying levels of compliance, leading to inconsistencies that could affect the accessibility and usability of this information by the public and stakeholders.

Overall, while the financial references within the bill aim to enhance transparency in corporate political activities, they also highlight potential loopholes and implementation challenges that could affect the realization of these goals. The absence of penalties for non-compliance and the substantial administrative demands on corporations further complicate the operationalization of these financial transparency measures.

Issues

  • The section on 'Findings' assumes that shareholders and the public have a 'right to know' about corporate political expenditures but does not define the legal basis or mechanisms for ensuring such rights. This lack of clarity could lead to legal challenges or issues related to privacy and transparency. (Section 2)

  • The definition of 'expenditure for political activities' excludes direct lobbying efforts and shareholder communications, which could create significant loopholes in the reporting requirements, allowing companies to potentially hide substantial political spending under these categories. (Section 3)

  • The exclusion of investment companies registered under the Investment Company Act of 1940 from the definition of 'issuer' may lead to large sums of political expenditures by these entities going undisclosed, reducing the overall transparency that the bill aims to enhance. (Section 3)

  • There is no specification of penalties or consequences for non-compliance with the new reporting requirements, which could undermine the bill's enforcement and effectiveness in ensuring transparency of corporate political spending. (Section 3)

  • The requirement for quarterly reports on political expenditures could impose a significant administrative burden on companies, especially those with complex or extensive political activity, potentially affecting their operational efficiency and financial resources. (Section 3)

  • The language used in the bill, which references multiple external legal codes, might be difficult to understand for the general public or entities not familiar with those laws, raising concerns about accessibility and comprehension. (Section 3)

  • The bill does not detail how corporations will be held accountable for their political spending decisions, especially in terms of shareholder influence or oversight, which might limit corporate accountability and transparency. (Section 2)

  • The obligation for the Commission to ensure that reports are 'searchable, sortable, and downloadable' lacks clarity on the technological standards or criteria for these features, which could lead to inconsistent implementation and accessibility across different platforms. (Section 3)

Sections

Sections are presented as they are annotated in the original legislative text. Any missing headers, numbers, or non-consecutive order is due to the original text.

1. Short title Read Opens in new tab

Summary AI

The first section of the Act states that the official name of the law is the "Shareholder Political Transparency Act of 2025".

2. Findings Read Opens in new tab

Summary AI

Congress has found that corporations significantly influence politics through their financial activities, which are usually decided by boards and executives rather than shareholders. Shareholders, as well as the public, have the right to know how corporate funds are politically spent, and corporations should be responsible to shareholders when it comes to political contributions that can affect government and policy.

3. Reporting requirements Read Opens in new tab

Summary AI

The section amends the Securities Exchange Act of 1934 to require companies to report their political spending. Companies must submit quarterly reports detailing political expenditures, including those made on behalf of candidates or to certain organizations, and provide annual summaries to shareholders. The information must be made publicly accessible online, and the Commission will report to Congress annually on companies' compliance with these rules.

Money References

  • “(B) PUBLIC AVAILABILITY.—The Commission shall ensure that the quarterly reports required under this paragraph are publicly available through the Internet website of the Commission and through the EDGAR system in a manner that is searchable, sortable, and downloadable, consistent with the requirements under section 24. “(3) ANNUAL REPORTS.—Not later than 180 days after the date of enactment of this subsection, the Commission shall, by rule, require each issuer to include in the annual report of the issuer to shareholders— “(A) a summary of each expenditure for political activities made during the preceding year in excess of $10,000, and each expenditure for political activities for a particular election if the total amount of such expenditures for that election is in excess of $10,000; “(B) a description of the specific nature of any expenditure for political activities the issuer intends to make for the forthcoming fiscal year, to the extent the specific nature is known to the issuer; and “(C) the total amount of expenditures for political activities intended to be made by the issuer for the forthcoming fiscal year.