Following Citizens United, corporations can spend unlimited amounts on independent political expenditures. Most shareholders, however, have no formal voice in how a company spends those funds. Various proposals — at the SEC, in state law, and as voluntary corporate bylaws — would require shareholder votes (binding or advisory) on political spending budgets, similar to existing "say-on-pay" votes on executive compensation.
Proponents argue that shareholders own the company and should have a say in how it engages in politics, especially when political spending creates business risk or conflicts with stated corporate values. They argue a vote — even if advisory — would discipline corporate political activity and align it with shareholder interests.
Critics argue that political spending decisions are part of management's ordinary responsibility, that requiring shareholder votes would politicize ordinary business decisions and create endless proxy fights, and that activist shareholders could pressure companies away from contributions to disfavored causes. Some prefer disclosure to a vote.