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Enhancing Multi-Class Share Disclosures Act
This bill requires issuers of securities with multi-class share structures to disclose certain information in any proxy solicitation or consent solicitation material. A multi-class share structure occurs when a company issues two or more classes of shares that have different voting rights. For example, a company may issue one class of shares with no or few voting rights for the public, and another class with more voting rights for company founders and executives.
Under the bill, the issuer must disclose certain information about each director, director nominee, named executive officer, and each beneficial owner of securities with 5% or more of the total combined voting power of all classes of securities entitled to vote in the election of directors. Specifically, the issuer must disclose (1) the number of shares of all classes of securities entitled to vote in the election of directors beneficially owned by such person, and (2) the amount of voting power held by such person.
Written by the nonpartisan Congressional Research Service, describing H.R. 2795 as passed House on May 30, 2023. It is not the text of the measure; a later amendment may have changed what it does.
House May 30, 2023
Enhancing Multi-Class Share Disclosures Act
Passed · Two-thirds required
347 Yea 30 Nay 58 not voting
Crossed both parties 30 of 377 voting members broke with their own party: 30 Republicans.
DemocratsRepublicansFilled: YeaRing: NayGrey: not voting or present
435 members on this roll call, from the official House record. Party majorities need at least five voting members, so an independent never counts as breaking with a party.
Organizations that named H.R. 2795 in a lobbying disclosure. Only those that cited the bill by number appear, so this is a floor, not a full list.
7 disclosures name this measure. Retrieved from LDA.gov on 2026-10-04. Senate Office of Public Records cannot vouch for the data or analyses derived from these data after the data have been retrieved from LDA.gov.