BILL ANALYSIS

 

 

Senate Research Center

S.B. 945

89R2043 CJD-D

By: Hughes

 

State Affairs

 

4/22/2025

 

As Filed

 

 

 

AUTHOR'S / SPONSOR'S STATEMENT OF INTENT

 

Anyone who owns a portion of a publicly traded company can propose a policy for the company to implement. These are called shareholder proposals or resolutions. In the past, many of these proposals never got a vote, because the company's board did not have to take a vote on all of them. Now though, any proposal of general application can get a vote.

 

The 2024 U.S. proxy season yielded 601 shareholder resolutions on environmental, social, and governance issues.

 

Insurance companies have been a focus of these proposals, with proposals designed to force companies to limit or refrain from insuring oil and gas businesses, to maintain data on the emissions of insured companies, or to have favored or unfavored insureds based on the social or political positions of those seeking insurance.

 

S.B. 945 says that a company may not implement or include on a proxy statement a proposal that is a "political shareholder proposal," defined as one that:

  1. prohibits or limits insuring oil and gas companies;
  2. requires tracking insureds' greenhouse gas emissions; or
  3. makes the provision of insurance contingent on achieving environmental, social, or political ends. 

 

As proposed, S.B. 945 amends current law relating to the adoption of political shareholder proposals by insurers and insurer holding companies.

 

RULEMAKING AUTHORITY

 

This bill does not expressly grant any additional rulemaking authority to a state officer, institution, or agency.

 

SECTION BY SECTION ANALYSIS

 

SECTION 1. Amends Subtitle A, Title 6, Insurance Code, by adding Chapter 806, as follows:

 

CHAPTER 806.� CONSIDERATION OF ENVIRONMENTAL, SOCIAL, OR POLITICAL FACTORS

 

Sec. 806.001.� DEFINITIONS. Defines "holding company," "insurer," and "political shareholder proposal."

 

Sec. 806.002.� POLITICAL SHAREHOLDER PROPOSALS PROHIBITED. Prohibits an insurer or holding company organized under the laws of this state from including a political shareholder proposal in a proxy statement or implementing a political shareholder proposal.

 

SECTION 2. Effective date: September 1, 2025.