I 
112TH CONGRESS 
1ST SESSION H. R. 2728 
To amend the securities laws to require that registration statements, quarterly 
and annual reports, and proxy solicitations of public companies include 
a disclosure to shareholders of any expenditure made by that company 
in support of or in opposition to any candidate for Federal, State, 
or local public office. 
IN THE HOUSE OF REPRESENTATIVES 
AUGUST 1, 2011 
Mr. ACKERMAN (for himself, Mr. GUTIERREZ, Mr. CAPUANO, and Ms. 
SLAUGHTER) introduced the following bill; which was referred to the 
Committee on Financial Services 
A BILL 
To amend the securities laws to require that registration 
statements, quarterly and annual reports, and proxy so-
licitations of public companies include a disclosure to 
shareholders of any expenditure made by that company 
in support of or in opposition to any candidate for Fed-
eral, State, or local public office. 
Be it enacted by the Senate and House of Representa-
tives of the United States of America in Congress assembled, 
SECTION 1. SHORT TITLE. 
This Act may be cited as the ‘‘Corporate Politics 
Transparency Act’’. 
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SEC. 2. DISCLOSURE TO SHAREHOLDERS OF CERTAIN PO-
LITICAL EXPENDITURES. 
(a) QUARTERLY AND ANNUAL REPORTS.—Section 13 
of the Securities Exchange Act of 1934 (15 U.S.C. 78m) 
is amended by adding at the end the following new sub-
section: 
‘‘(m) DISCLOSURE OF CERTAIN POLITICAL EXPEND-
ITURES.— 
‘‘(1) DISCLOSURE REQUIRED.—Each quarterly 
and annual report required under this section or sec-
tion 15(d) shall include a disclosure of the total of 
any political expenditures in support of or in opposi-
tion to any candidate for Federal, State, or local 
public office made by the issuer during the preceding 
6-year period. Such disclosures shall contain, at min-
imum, the name and political party affiliation of 
each candidate in support of whom or in opposition 
to whom a political expenditure was made, the 
amount of each such expenditure, the public office 
that such candidate was or is seeking, including the 
relevant State, city, or district, and a statement of 
the issuer’s interest in and reason for making such 
expenditure. 
‘‘(2) DEFINITION.—For purposes of this sub-
section, the term ‘political expenditure in support of 
or in opposition to any candidate for Federal, State, 
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or local public office’ means an expenditure or series 
of expenditures totaling more than $10,000 for any 
single candidate during any single election that— 
‘‘(A) is an independent expenditure as such 
term is defined in section 301(17) of the Fed-
eral Election Campaign Act of 1971 or is relat-
ing to a candidate for State or local public of-
fice that would be treated as an independent ex-
penditure under such Act if the candidate were 
a candidate for Federal public office; 
‘‘(B) is an electioneering communication, 
as such term is defined in section 304(f)(3) of 
such Act (2 U.S.C. 434(f)(3)); or 
‘‘(C) dues or other payments to any other 
organization that are, or could reasonably be 
anticipated to be, used or transferred to an-
other association or organization for the pur-
poses described in subparagraph (A) or (B).’’. 
(b) PROXIES.—Section 14 of the Securities Exchange 
Act of 1934 (15 U.S.C. 78n) is amended by adding at 
the end the following new subsection: 
‘‘(i) DISCLOSURE TO SHAREHOLDERS OF POLITICAL 
EXPENDITURES.—Any solicitation of any proxy or consent 
or authorization in respect of any security of an issuer 
shall contain a disclosure of the total of any political ex-
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