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B-334883 Jan 04, 2023 1 (2023-01-04)

handle is hein.gao/gaoocg0001 and id is 1 raw text is: U.S. GOVERNMENT ACCOUNTABILITY OFFICE 441 G St. N.W. Washington, DC 20548 B-334883 January 4, 2023 Committee on Banking, Housing, and Urban Affairs United States Senate Committee on Financial Services House of Representatives Subject: Securities and Exchange Commission: Enhanced Reporting of Proxy Votes by Registered Management Investment Companies; Reporting of Executive Compensation Votes by Institutional Investment Managers Pursuant to section 801(a)(2)(A) of title 5, United States Code, this is our report on a major rule promulgated by the Securities and Exchange Commission (SEC) entitled Enhanced Reporting of Proxy Votes by Registered Management Investment Companies; Reporting of Executive Compensation Votes by Institutional Investment Managers (RIN: 3235-AK67). We received the rule on November 2, 2022. It was published in the Federal Register as a final rule on December 22, 2022. 87 Fed. Reg. 78770. The effective date is July 1, 2024. According to SEC, it is adopting amendments to Form N-PX under the Investment Company Act (ICA) of 1940 to enhance the information mutual funds, exchange-traded funds, and certain other funds currently report about their proxy votes and to make that information easier to analyze. 15 U.S.C. §§ 80a-4, 80a-5(a)(1). SEC stated that it is also adopting rule and form amendments under the Securities Exchange Act of 1934 (Exchange Act) that would require an institutional investment manager subject to the Exchange Act to report on Form N-PX how it voted proxies relating to executive compensation matters, as required by the Exchange Act. 15 U.S.C. §§ 78a-78qq. SEC also stated that the reporting requirements for institutional investment managers complete implementation of those requirements added by the Dodd-Frank Wall Street Reform and Consumer Protection Act. See 15 U.S.C. § 78n-1. Enclosed is our assessment of SEC's compliance with the procedural steps required by section 801(a)(1)(B)(i) through (iv) of title 5 with respect to the rule. If you have any questions about this report or wish to contact GAO officials responsible for the evaluation work relating to the subject matter of the rule, please contact Shari Brewster, Assistant General Counsel, at (202) 512-6398. Shirley A. Jones Managing Associate General Counsel

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