119TH CONGRESS 
2D SESSION 
H. R. 2988 
AN ACT 
To amend the Employee Retirement Income Security Act 
of 1974 to specify requirements concerning the consider-
ation of pecuniary and non-pecuniary factors, and for 
other purposes. 
Be it enacted by the Senate and House of Representa-
tives of the United States of America in Congress assembled,
SECTION 1. SHORT TITLE; TABLE OF CONTENTS. 
(a) SHORT TITLE.—This Act may be cited as the 
‘‘Protecting Prudent Investment of Retirement Savings 
Act’’. 
(b) TABLE OF CONTENTS.—The table of contents for 
this Act is as follows: 
Sec. 1. Short title; table of contents. 
DIVISION A—INCREASE RETIREMENT EARNINGS 
Sec. 1001. Short title. 
Sec. 1002. Limitation on consideration of non-pecuniary factors by fiduciaries. 
DIVISION B—NO DISCRIMINATION IN MY BENEFITS 
Sec. 2001. Short title. 
Sec. 2002. Service provider selection. 
DIVISION C—RETIREMENT PROXY PROTECTION 
Sec. 3001. Short title. 
Sec. 3002. Exercise of shareholder rights. 
DIVISION D—PROVIDING COMPLETE INFORMATION TO 
RETIREMENT INVESTORS 
Sec. 4001. Short title. 
Sec. 4002. Brokerage window disclosures. 
Sec. 4003. GAO study of brokerage accounts. 
DIVISION A—INCREASE 
RETIREMENT EARNINGS 
SEC. 1001. SHORT TITLE. 
This division may be cited as the ‘‘Increase Retire-
ment Earnings Act’’. 
SEC. 1002. LIMITATION ON CONSIDERATION OF NON-PECU-
NIARY FACTORS BY FIDUCIARIES. 
(a) IN GENERAL.—Section 404(a) of the Employee 
Retirement Income Security Act of 1974 (29 U.S.C. 
1104(a)) is amended by adding at the end the following:
‘‘(3) INTEREST BASED ON PECUNIARY FACTORS.— 
‘‘(A) IN GENERAL.—For purposes of paragraph 
(1), a fiduciary shall be considered to act solely in 
the interest of the participants and beneficiaries of 
the plan with respect to an investment or investment 
course of action only if the fiduciary’s action with 
respect to such investment or investment course of 
action is based solely on pecuniary factors (except as 
provided in subparagraph (B)). The fiduciary may 
not subordinate the interests of the participants and 
beneficiaries in their retirement income or financial 
benefits under the plan to other objectives and may 
not sacrifice investment return or take on additional 
investment risk to promote non-pecuniary benefits or 
goals. The weight given to any pecuniary factor by 
a fiduciary shall reflect a prudent assessment of the 
impact of such factor on risk and return. 
‘‘(B) USE
OF
NON-PECUNIARY
FACTORS
FOR 
INVESTMENT
ALTERNATIVES.—Notwithstanding 
paragraph (A), if a fiduciary is unable to distinguish 
between or among investment alternatives or invest-
ment courses of action on the basis of pecuniary fac-
tors alone, the fiduciary may use non-pecuniary fac-
tors as the deciding factor if the fiduciary docu-
ments—
‘‘(i) the fiduciary satisfies the requirements 
of paragraph (1) and subparagraphs (A) and 
(B) of this paragraph in selecting or retaining 
any such investment option; and 
‘‘(ii) such investment option is not added 
or retained as, or included as a component of, 
a default investment under subsection (c)(5) (or 
any other default investment alternative) if its 
investment objectives or goals or its principal 
investment strategies include, consider, or indi-
cate the use of one or more non-pecuniary fac-
tors. 
‘‘(D) DEFINITIONS.—For the purposes of this 
paragraph: 
‘‘(i) The term ‘pecuniary factor’ means a 
factor that a fiduciary prudently determines is 
expected to have a material effect on the risk 
or return of an investment based on appropriate 
investment horizons consistent with the plan’s 
investment objectives and the funding policy es-
tablished pursuant to section 402(b)(1). 
‘‘(ii) The term ‘investment course of ac-
tion’ means any series or program of invest-
ments or actions related to a fiduciary’s per-
formance of the fiduciary’s investment duties,
and includes the selection of an investment fund 
as a plan investment, or in the case of an indi-
vidual account plan, a designated investment al-
ternative under the plan.’’. 
(b) EFFECTIVE DATE.—The amendments made by 
this section shall apply to actions taken by a fiduciary on 
or after the date that is 12 months after the date of enact-
ment of this Act. 
DIVISION 
B—NO 
DISCRIMINA-
TION IN MY BENEFITS 
SEC. 2001. SHORT TITLE. 
This division may be cited as the ‘‘No Discrimination 
in My Benefits Act’’. 
SEC. 2002. SERVICE PROVIDER SELECTION. 
Section 404(a)(1) of the Employee Retirement In-
come Security Act of 1974 (29 U.S.C. 1104(a)(1)) is 
amended— 
(1) in subparagraph (C), by striking ‘‘and’’; 
(2) in subparagraph (D), by striking the period 
at the end and inserting ‘‘; and’’; and 
(3) by adding at the end the following new sub-
paragraph: 
‘‘(E) by selecting, monitoring, and retaining 
any fiduciary, counsel, employee, or service provider 
of the plan—
‘‘(i) in accordance with subparagraphs (A) 
and (B); and 
‘‘(ii) without regard to race, color, religion, 
sex, or national origin.’’. 
DIVISION C—RETIREMENT 
PROXY PROTECTION 
SEC. 3001. SHORT TITLE. 
This division may be cited as the ‘‘Retirement Proxy 
Protection Act’’. 
SEC. 3002. EXERCISE OF SHAREHOLDER RIGHTS. 
(a) IN GENERAL.—Section 404 of the Employee Re-
tirement Income Security Act of 1974 (29 U.S.C. 1104) 
is amended by adding at the end the following new sub-
section: 
‘‘(f) EXERCISE OF SHAREHOLDER RIGHTS.— 
‘‘(1) AUTHORITY TO EXERCISE SHAREHOLDER 
RIGHTS.— 
‘‘(A) IN GENERAL.—The fiduciary duty to 
manage plan assets that are shares of stock in-
cludes the management of shareholder rights 
appurtenant to those shares, including the right 
to vote proxies. When deciding whether to exer-
cise a shareholder right and in exercising such 
right, including the voting of proxies, a fidu-
ciary must act prudently and solely in the inter-
ests of participants and beneficiaries and for 
the exclusive purpose of providing benefits to 
participants and beneficiaries and defraying the 
reasonable expenses of administering the plan. 
The fiduciary duty to manage shareholder 
rights appurtenant to shares of stock does not 
require the voting of every proxy or the exercise 
of every shareholder right. 
‘‘(B) EXCEPTION.—This subsection shall 
not apply to voting, tender, and similar rights 
with respect to qualifying employer securities or 
securities held in an investment arrangement 
that is not a designated investment alternative 
in the event such rights are passed through 
pursuant to the terms of an individual account 
plan to participants and beneficiaries with ac-
counts holding such securities. 
‘‘(2) REQUIREMENTS FOR EXERCISE OF SHARE-
HOLDER
RIGHTS.—A 
fiduciary, 
when 
deciding 
whether to exercise a shareholder right and when ex-
ercising a shareholder right— 
‘‘(A) shall— 
‘‘(i) act solely in accordance with the 
economic interest of the plan and its par-
ticipants and beneficiaries;
‘‘(ii) consider any costs involved; 
‘‘(iii) evaluate material facts that 
form the basis for any particular proxy 
vote or exercise of shareholder rights; and 
‘‘(iv) maintain a record of any proxy 
vote, proxy voting activity, or other exer-
cise of a shareholder right, including any 
attempt to influence management; and 
‘‘(B) shall not subordinate the interests of 
participants and beneficiaries in their retire-
ment income or financial benefits under the 
plan to any non-pecuniary objective, or promote 
non-pecuniary benefits or goals unrelated to 
those financial interests of the plan’s partici-
pants and beneficiaries. 
‘‘(3) MONITORING.—A fiduciary shall exercise 
prudence and diligence in the selection and moni-
toring of a person, if any, selected to advise or oth-
erwise assist with the exercise of shareholder rights, 
including by providing research and analysis, rec-
ommendations on exercise of proxy voting or other 
shareholder rights, administrative services with re-
spect to voting proxies, and recordkeeping and re-
porting services.
‘‘(4) INVESTMENT MANAGERS AND PROXY ADVI-
SORY FIRMS.—Where the authority to vote proxies 
or exercise other shareholder rights has been dele-
gated to an investment manager pursuant to section 
403(a), or a proxy voting advisory firm or other per-
son who performs advisory services as to the voting 
of proxies or the exercise of other shareholder rights, 
a responsible plan fiduciary shall prudently monitor 
the proxy voting activities of such investment man-
ager or advisory firm and determine whether such 
activities are in compliance with paragraphs (1) and 
(2). 
‘‘(5) VOTING POLICIES.— 
‘‘(A) IN GENERAL.—In deciding whether to 
vote a proxy pursuant to this subsection, the 
plan fiduciary may adopt a proxy voting policy, 
including a safe harbor proxy voting policy de-
scribed in subparagraph (B), providing that the 
authority to vote a proxy shall be exercised pur-
suant to specific parameters designed to serve 
the economic interest of the plan. 
‘‘(B) SAFE
HARBOR
VOTING
POLICY.— 
With respect to a decision not to vote a proxy, 
a fiduciary shall satisfy the fiduciary respon-
sibilities under this subsection if such fiduciary