The bill amends the Business Organizations Code by adding Section 21.373, which establishes new regulations for shareholder proposals in nationally listed corporations. It defines a "nationally listed corporation" and outlines the criteria for such corporations to opt into these regulations through an amendment to their governing documents. The bill mandates that these corporations must notify shareholders of any proposed amendments in their proxy statements prior to adoption.

Additionally, the bill sets specific requirements for shareholders or groups of shareholders wishing to submit proposals for approval at shareholder meetings. To do so, they must hold a minimum amount of voting shares, either valued at $1 million or representing three percent of the corporation's voting shares, for at least six months before the meeting. They must also solicit support from shareholders representing at least 67 percent of the voting power. However, these requirements do not apply to director nominations or procedural resolutions related to the meeting's conduct. The act is set to take effect on September 1, 2025.

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