Americans for Prosperity Foundation v. Bonta

Summary

The Ninth Circuit’s judgment, which vacated the District Court’s injunction of California’s compelled disclosure of Schedule Bs as not narrowly tailored to the State’s interest in investigating charitable misconduct, is reversed, and the cases are remanded.

Text

PRELIMINARY PRINT 
Volume 594 U. S. Part 2 
Pages 595–646 
OFFICIAL REPORTS 
OF 
THE SUPREME COURT 
July 1, 2021 
REBECCA A. WOMELDORF 
reporter of decisions 
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NOTICE: This preliminary print is subject to formal revision before 
the bound volume is published. Users are requested to notify the Reporter 
of Decisions, Supreme Court of the United States, Washington, D.C. 20543, 
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OCTOBER TERM, 2020 595 
Syllabus 
AMERICANS FOR PROSPERITY FOUNDATION v. 
BONTA, ATTORNEY GENERAL OF CALIFORNIA 
certiorari to the united states court of appeals for 
the ninth circuit 
No. 19–251. Argued April 26, 2021—Decided July 1, 2021* 
Charitable organizations soliciting funds in California must disclose the 
identities of their major donors to the state Attorney General's Offce. 
Charities generally must register with the Attorney General and renew 
their registrations annually. The Attorney General requires charities 
renewing their registrations to fle copies of their Internal Revenue 
Service Form 990, a form on which tax-exempt organizations provide 
information about their mission, leadership, and fnances. Schedule B 
to Form 990—the document that gives rise to the present dispute— 
requires organizations to disclose the names and addresses of their 
major donors. The State contends that having this information readily 
available furthers its interest in policing misconduct by charities. 
The petitioners are two tax-exempt charities that solicit contributions 
in California. Since 2001, each petitioner has renewed its registration 
and has fled a copy of its Form 990 with the Attorney General, as re-
quired by Cal. Code Regs., tit. 11, § 301. To preserve their donors' ano-
nymity, however, the petitioners have declined to fle unredacted Sched-
ule Bs, and they had until recently faced no consequences for 
noncompliance. In 2010, the State increased its enforcement of chari-
ties' Schedule B disclosure obligations, and the Attorney General ulti-
mately threatened the petitioners with suspension of their registrations 
and fnes for noncompliance. The petitioners each responded by fling 
suit in District Court, alleging that the compelled disclosure require-
ment violated their First Amendment rights and the rights of their do-
nors. Disclosure of their Schedule Bs, the petitioners alleged, would 
make their donors less likely to contribute and would subject them to 
the risk of reprisals. Both organizations challenged the constitutional-
ity of the disclosure requirement on its face and as applied to them. 
In each case, the District Court granted preliminary injunctive relief 
prohibiting the Attorney General from collecting the petitioners' Sched-
ule B information. The Ninth Circuit vacated and remanded, reasoning 
that Circuit precedent required rejection of the petitioners' facial chal-
*Together with No. 19–255, Thomas More Law Center v. Bonta, also on 
certiorari to the same court.

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596 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Syllabus 
lenge. Reviewing the petitioners' as-applied claims under an “exacting 
scrutiny” standard, the panel narrowed the District Court's injunction, 
and it allowed the Attorney General to collect the petitioners' Schedule 
Bs so long as they were not publicly disclosed. On remand, the District 
Court held bench trials in both cases, after which it entered judgment 
for the petitioners and permanently enjoined the Attorney General from 
collecting their Schedule Bs. Applying exacting scrutiny, the District 
Court held that disclosure of Schedule Bs was not narrowly tailored to 
the State's interest in investigating charitable misconduct. The court 
found little evidence that the Attorney General's investigators relied 
on Schedule Bs to detect charitable fraud, and it determined that the 
disclosure regime burdened the associational rights of donors. The Dis-
trict Court also found that California was unable to ensure the con-
fdentiality of donors' information. The Ninth Circuit again vacated the 
District Court's injunctions, and this time reversed the judgments and 
remanded for entry of judgment in favor of the Attorney General. The 
Ninth Circuit held that the District Court had erred by imposing a nar-
row tailoring requirement. And it reasoned that the disclosure regime 
satisfed exacting scrutiny because the up-front collection of charities' 
Schedule Bs promoted investigative effciency and effectiveness. The 
panel also found that the disclosure of Schedule Bs would not meaning-
fully burden donors' associational rights. The Ninth Circuit denied 
rehearing en banc, over a dissent. 
Held: The judgment is reversed, and the cases are remanded. 
903 F. 3d 1000, reversed and remanded. 
The Chief Justice delivered the opinion of the Court with respect 
to all but Part II–B–1, concluding that California's disclosure require-
ment is facially invalid because it burdens donors' First Amendment 
rights and is not narrowly tailored to an important government interest. 
Pp. 605–607, 608–619. 
(a) The Court reviews the petitioners' First Amendment challenge to 
California's compelled disclosure requirement with the understanding 
that “compelled disclosure of affliation with groups engaged in advocacy 
may constitute as effective a restraint on freedom of association as 
[other] forms of governmental action.” NAACP v. Alabama ex rel. 
Patterson, 357 U. S. 449, 462. NAACP v. Alabama did not phrase in 
precise terms the standard of review that applies to First Amendment 
challenges to compelled disclosure. In Buckley v. Valeo, 424 U. S. 1, 64 
(per curiam ), the Court articulated an “exacting scrutiny” standard, 
which requires “a substantial relation between the disclosure require-
ment and a suffciently important governmental interest,” Doe v. Reed, 
561 U. S. 186, 196. The parties dispute whether exacting scrutiny ap-

Cite as: 594 U. S. 595 (2021) 597 
Syllabus 
plies in these cases, and if so, whether that test imposes a least restric-
tive means requirement similar to the one imposed by strict scrutiny. 
The Court concludes that exacting scrutiny requires that a 
government-mandated disclosure regime be narrowly tailored to the 
government's asserted interest, even if it is not the least restrictive 
means of achieving that end. The need for narrow tailoring was set 
forth early in the Court's compelled disclosure cases. In Shelton v. 
Tucker, 364 U. S. 479, the Court considered an Arkansas statute that 
required teachers to disclose every organization to which they belonged 
or contributed. The Court acknowledged the importance of “the right 
of a State to investigate the competence and ftness of those whom it 
hires to teach in its schools,” and it distinguished prior decisions that 
had found “no substantially relevant correlation between the govern-
mental interest asserted and the State's effort to compel disclosure.” 
Id., at 485. But the Court invalidated the Arkansas statute because 
even a “legitimate and substantial” governmental interest “cannot be 
pursued by means that broadly stife fundamental personal liberties 
when the end can be more narrowly achieved.” Id., at 488. Shelton 
stands for the proposition that a substantial relation to an important inter-
est is not enough to save a disclosure regime that is insuffciently tailored. 
Where exacting scrutiny applies, the challenged requirement must be 
narrowly tailored to the interest it promotes. Pp. 605–607, 608–611. 
(b) California's blanket demand that all charities disclose Schedule Bs 
to the Attorney General is facially unconstitutional. Pp. 611–619. 
(1) The Ninth Circuit did not impose a narrow tailoring require-
ment to the relationship between the Attorney General's demand for 
Schedule Bs and the identifed governmental interest. That was error 
under the Court's precedents. And properly applied, the narrow tailor-
ing requirement is not satisfed by California's disclosure regime. In 
fact, a dramatic mismatch exists between the interest the Attorney Gen-
eral seeks to promote and the disclosure regime that he has implemented. 
The Court does not doubt the importance of California's interest 
in preventing charitable fraud and self-dealing. But the enormous 
amount of sensitive information collected through Schedule Bs does not 
form an integral part of California's fraud detection efforts. California 
does not rely on Schedule Bs to initiate investigations, and evidence at 
trial did not support the State's concern that alternative means of 
obtaining Schedule B information—such as a subpoena or audit letter— 
are ineffcient and ineffective compared to up-front collection. In real-
ity, California's interest is less in investigating fraud and more in ease 
of administration. But “the prime objective of the First Amendment 
is not effciency.” McCullen v. Coakley, 573 U. S. 464, 495. Mere ad-
ministrative convenience does not remotely “refect the seriousness of 
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598 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Syllabus 
the actual burden” that the demand for Schedule Bs imposes on donors' 
association rights. Reed, 561 U. S., at 196 (internal quotation marks 
omitted). Pp. 611–615. 
(2) In the First Amendment context, the Court has recognized a 
“type of facial challenge, whereby a law may be invalidated as overbroad 
if a substantial number of its applications are unconstitutional, judged 
in relation to the statute's plainly legitimate sweep.” United States 
v. Stevens, 559 U. S. 460, 473 (internal quotation marks omitted). The 
Attorney General's disclosure requirement is plainly overbroad under 
that standard. The regulation lacks any tailoring to the State's investi-
gative goals, and the State's interest in administrative convenience is 
weak. As a result, every demand that might deter association “creates 
an unnecessary risk of chilling” in violation of the First Amendment. 
Secretary of State of Md. v. Joseph H. Munson Co., 467 U. S. 947, 968. 
It does not make a difference in these cases if there is no disclosure to 
the public, see Shelton, 364 U. S., at 486, if some donors do not mind 
having their identities revealed, or if the relevant donor information is 
already disclosed to the IRS as a condition of federal tax-exempt status. 
California's disclosure requirement imposes a widespread burden on do-
nors' associational rights, and this burden cannot be justifed on the 
ground that the regime is narrowly tailored to investigating charitable 
wrongdoing, or that the State's interest in administrative convenience 
is suffciently important. Pp. 615–619. 
Roberts, C. J., delivered the opinion of the Court, except as to Part II– 
B–1. Kavanaugh and Barrett, JJ., joined that opinion in full, Alito 
and Gorsuch, JJ., joined except as to Part II–B–1, and Thomas, J., joined 
except as to Parts II–B–1 and III–B. Thomas, J., fled an opinion concur-
ring in part and concurring in the judgment, post, p. 619. Alito, J., fled 
an opinion concurring in part and concurring in the judgment, in which 
Gorsuch, J., joined, post, p. 622. Sotomayor, J., fled a dissenting opin-
ion, in which Breyer and Kagan, JJ., joined, post, p. 623. 
Derek L. Shaffer argued the cause for petitioners in both 
cases. With him on the briefs for petitioner in No. 19–251 
were William A. Burck, John F. Bash, Jonathan G. Cooper, 
and Kathleen M. Sullivan. Kristen K. Waggoner , John J. 
Bursch, David A. Cortman, Rory T. Gray, Christopher 
P . Schandevel, and Louis H. Castoria fled briefs for peti-
tioner in No. 19–255. 
Acting Solicitor General Prelogar argued the cause for 
the United States as amicus curiae urging vacatur in both 
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Cite as: 594 U. S. 595 (2021) 599 
Counsel 
cases. With her on the brief were Deputy Assistant Attor-
ney General Harrington, Frederick Liu, Sopan Joshi, Mi-
chael S. Raab, and Daniel Winik. 
Aimee A. Feinberg, Deputy Solicitor General of California, 
argued the cause for respondent in both cases. With her on 
the brief were Matthew Rodriguez, Acting Attorney General 
of California, Michael J. Mongan, Solicitor General, Tamar 
Pachter, Senior Assistant Attorney General, Jose A. 
Zelidon-Zepeda, Deputy Attorney General, and Kimberly M. 
Castle, Associate Deputy Solicitor General.† 
†Briefs of amici curiae urging reversal in both cases were fled for the 
State of Arizona et al. by Mark Brnovich, Attorney General of Arizona, 
Drew C. Ensign, Deputy Solicitor General, Joseph A. Kanefeld, and Brunn 
W. Roysden III, Solicitor General, and by the Attorneys General for their 
respective States as follows: Steve Marshall of Alabama, Treg R. Taylor 
of Alaska, Leslie Rutledge of Arkansas, Ashley Moody of Florida, Christo-
pher M. Carr of Georgia, Lawrence G. Wasden of Idaho, Theodore E. Rok-
ita of Indiana, Derek Schmidt of Kansas, Daniel Cameron of Kentucky, 
Jeff Landry of Louisiana, Lynn Fitch of Mississippi, Eric S. Schmitt of 
Missouri, Austin Knudsen of Montana, Douglas J. Peterson of Nebraska, 
Mike Hunter of Oklahoma, Alan Wilson of South Carolina, Jason Ravnsb-
org of South Dakota, Herbert H. Slatery III of Tennessee, Ken Paxton of 
Texas, Sean D. Reyes of Utah, and Patrick Morrisey of West Virginia; for 
the American Center for Law and Justice by Jay Alan Sekulow, Stuart J. 
Roth, Jordan Sekulow, Colby M. May , and Laura B. Hernandez; for the 
American Civil Liberties Union, Inc., et al. by Brian M. Hauss, Jennesa 
Calvo-Friedman, Ben Wizner, David D. Cole, Sherrilyn A. Ifll, Janai S. 
Nelson, Samuel Spital, Mahogane D. Reed, and Alex Abdo; for the Ameri-
can Legislative Exchange Council by Lee E. Goodman, Bruce L. McDon-
ald, Andrew G. Woodson, and Jonathon P . Hauenschild; for the Becket 
Fund for Religious Liberty by Eric S. Baxter, Adèle A. Keim, and Wil-
liam J. Haun; for the Buckeye Institute et al. by Jay R. Carson and Rob-
ert Alt; for the Center for Equal Opportunity by Thomas G. Hungar, 
Douglas R. Cox, and Jason J. Mendro; for the Chamber of Commerce of 
the United States of America et al. by Caleb P . Burns and Stephen J. 
Obermeier; for the China Aid Association by Andrew C. Nichols and Sean 
P . Gates; for Citizen Power Initiatives for China by Kelly J. Shackelford, 
Jeffrey C. Mateer, Hiram S. Sasser III, and Jordan E. Pratt; for Citizens 
United et al. by Jeremiah L. Morgan, William J. Olson, Robert J. Olson, 
and Michael Boos; for the Electronic Frontier Foundation et al. by Brian 
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600 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Opinion of the Court 
Chief Justice Roberts delivered the opinion of the 
Court, except as to Part II–B–1. 
To solicit contributions in California, charitable organiza-
tions must disclose to the state Attorney General's Offce the 
T. Burgess; for the Free Speech Coalition et al. by William J. Olson, Jere-
miah L. Morgan, Robert J. Olson, David A. Warrington, Gary G. Kreep, 
and Steven C. Bailey; for the Goldwater Institute et al. by Timothy Sande-
fur; for the Hispanic Leadership Fund et al. by Jeffrey M. Harris and 
William S. Consovoy; for the Independent Women's Law Center by Kas-
din M. Mitchell; for the Institute for Free Speech by Lisa S. Blatt, Amy 
Mason Saharia, Katherine Moran Meeks, Alan Gura, and Owen Yeates; 
for the Institute for Justice by Paul M. Sherman; for the National Associ-
ation of Manufacturers et al. by Sean Marotta, Benjamin A. Field, and 
Lawrence S. Ebner; for the National Taxpayers Union Foundation et al. 
by Barnaby W. Zall and Joseph D. Henchman; for the New Civil Liberties 
Alliance by Aditya Dynar and Margaret A. Little; for the Nonproft Alli-
ance Foundation et al. by Karen Donnelly and Errol Copilevitz; for the 
Pacifc Legal Foundation et al. by Jeremy Talcott, James M. Manley, 
Kimberly S. Hermann, and Anthony T. Caso; for the Philanthropy Round-
table by Alexander L. Reid; for the Proposition 8 Legal Defense Fund by 
Andrew P . Pugno; for the Thomas More Society by Thomas Brejcha; and 
for Sen. Mitch McConnell by Donald F. McGahn II and Robert Luther III. 
Briefs of amici curiae urging reversal in No. 19–251 were fled for the 
Council on American-Islamic Relations by Lena F. Masri and Justin Sa-
dowsky; and for the Freedom Foundation by James G. Abernathy and 
Timothy R. Snowball. 
Briefs of amici curiae urging affrmance in both cases were fled for the 
State of New York et al. by Letitia James, Attorney General of New York, 
Barbara D. Underwood, Solicitor General, Steven C. Wu, Deputy Solicitor 
General, and Matthew W. Grieco, Assistant Solicitor General, and by the 
Attorneys General for their respective jurisdictions as follows: Phil 
Weiser of Colorado, William Tong of Connecticut, Karl A. Racine of the 
District of Columbia, Clare E. Connors of Hawaii, Kwame Raoul of Illi-
nois, Aaron M. Frey of Maine, Brian E. Frosh of Maryland, Maura Healey 
of Massachusetts, Dana Nessel of Michigan, Aaron Ford of Nevada, 
Gurbir S. Grewal of New Jersey, Hector Balderas of New Mexico, Ellen 
F. Rosenblum of Oregon, Josh Shapiro of Pennsylvania, Peter F. Neronha 
of Rhode Island, and Mark R. Herring of Virginia; for the California Asso-
ciation of Nonprofts by Anna-Rose Mathieson; for the Campaign Legal 
Center et al. by Paul M. Smith, Tara Malloy, Megan P . McAllen, Stuart 
C. McPhail, and Adam J. Rappaport; for CharityWatch by Kathleen 
R. Hartnett and Adam S. Gershenson; for Legal Historians by Darin

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Cite as: 594 U. S. 595 (2021) 601 
Opinion of the Court 
identities of their major donors. The State contends that 
having this information on hand makes it easier to police 
misconduct by charities. We must decide whether Califor-
nia's disclosure requirement violates the First Amendment 
right to free association. 
I 
The California Attorney General's Offce is responsible for 
statewide law enforcement, including the supervision and 
regulation of charitable fundraising. Under state law, the 
Attorney General is authorized to “establish and maintain a 
register” of charitable organizations and to obtain “whatever 
information, copies of instruments, reports, and records are 
needed for the establishment and maintenance of the regis-
ter.” Cal. Govt. Code Ann. § 12584 (West 2018). In order 
to operate and raise funds in California, charities generally 
must register with the Attorney General and renew their 
Sands and David Freeman Engstrom; for the National Council of Non-
profts by Tim Delaney and Tiffany Gourley Carter; for Public Citizen 
et al. by Scott L. Nelson and Allison M. Zieve; and for Scholars of the 
Law of Non-Proft Organizations by Bradley S. Phillips. 
Briefs of amici curiae were fled in both cases by the Association of 
National Advertisers et al. by James C. Martin; for the Cato Institute 
et al. by Ilya Shapiro, Cristen Wohlgemuth, David C. McDonald, Manuel 
S. Klausner, Joseph G. S. Greenlee, Theodore H. Frank, Anna St. John, 
D. Gill Sperlein, and Darpana Sheth; for Concerned Women for America 
et al. by Frederick W. Claybrook, Jr., Steven W. Fitschen, James A. Da-
vids, and David A. Bruce; for the Floyd Abrams Institute for Freedom of 
Expression at Yale Law School by Floyd Abrams; for the James Madison 
Center for Free Speech by James Bopp, Jr., and Richard E. Coleson; for 
Judicial Watch, Inc., et al. by Robert D. Popper and T. Russell Nobile; for 
the Legacy Foundation by Jason Torchinsky; for the Liberty Justice Cen-
ter by Daniel R. Suhr, Jeffrey M. Schwab, and Brian K. Kelsey; for Pro-
tect the 1st et al. by Gene C. Schaerr, Erik S. Jaffe, Hannah C. Smith, 
and Kathryn E. Tarbert; for the Public Interest Legal Foundation et al. 
by J. Christian Adams, Kaylan Phillips, and Eric E. Doster; for Randy 
Elf by Mr. Elf, pro se; and for Congressman John Sarbanes et al. by Seth 
P . Waxman, Catherine M. A. Carroll, Fred Wertheimer, and Donald J. 
Simon. 
Daniel P . Chiplock fled a brief in No. 19–251 for U. S. Senators as 
amici curiae.

602 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Opinion of the Court 
registrations annually. §§ 12585(a), 12586(a). Over 100,000 
charities are currently registered in the State, and roughly 
60,000 renew their registrations each year. 
California law empowers the Attorney General to make 
rules and regulations regarding the registration and renewal 
process. §§ 12585(b), 12586(b). Pursuant to this regulatory 
authority, the Attorney General requires charities renewing 
their registrations to fle copies of their Internal Revenue 
Service Form 990, along with any attachments and sched-
ules. See Cal. Code Regs., tit. 11, § 301 (2020). Form 990 
contains information regarding tax-exempt organizations' 
mission, leadership, and fnances. Schedule B to Form 
990—the document that gives rise to the present dispute— 
requires organizations to disclose the names and addresses 
of donors who have contributed more than $5,000 in a partic-
ular tax year (or, in some cases, who have given more than 
2 percent of an organization's total contributions). See 26 
CFR §§ 1.6033–2(a)(2)(ii)(f), (iii) (2020). 
The petitioners are tax-exempt charities that solicit contri-
butions in California and are subject to the Attorney Gener-
al's registration and renewal requirements. Americans for 
Prosperity Foundation is a public charity that is “devoted 
to education and training about the principles of a free and 
open society, including free markets, civil liberties, immigra-
tion reform, and constitutionally limited government.” 
Brief for Petitioner Foundation 10. Thomas More Law Cen-
ter is a public interest law frm whose “mission is to pro-
tect religious freedom, free speech, family values, and the 
sanctity of human life.” Brief for Petitioner Law Center 4. 
Since 2001, each petitioner has renewed its registration and 
has fled a copy of its Form 990 with the Attorney General, 
as required by Cal. Code Regs., tit. 11, § 301. Out of concern 
for their donors' anonymity, however, the petitioners have 
declined to fle their Schedule Bs (or have fled only redacted 
versions) with the State. 
For many years, the petitioners' reluctance to turn over 
donor information presented no problem because the Attor-
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Cite as: 594 U. S. 595 (2021) 603 
Opinion of the Court 
ney General was not particularly zealous about collecting 
Schedule Bs. That changed in 2010, when the California De-
partment of Justice “ramped up its efforts to enforce chari-
ties' Schedule B obligations, sending thousands of defciency 
letters to charities that had not complied with the Schedule 
B requirement.” Americans for Prosperity Foundation v. 
Becerra, 903 F. 3d 1000, 1006 (CA9 2018). The Law Center 
and the Foundation received defciency letters in 2012 and 
2013, respectively. When they continued to resist disclosing 
their contributors' identities, the Attorney General threat-
ened to suspend their registrations and fne their directors 
and offcers. 
The petitioners each responded by fling suit in the Central 
District of California. In their complaints, they alleged that 
the Attorney General had violated their First Amendment 
rights and the rights of their donors. The petitioners al-
leged that disclosure of their Schedule Bs would make their 
donors less likely to contribute and would subject them to 
the risk of reprisals. Both organizations challenged the dis-
closure requirement on its face and as applied to them. 
In each case, the District Court granted preliminary 
injunctive relief prohibiting the Attorney General from col-
lecting their Schedule B information. Americans for Pros-
perity Foundation v. Harris, 2015 WL 769778 (CD Cal., 
Feb. 23, 2015); App. to Pet. for Cert. in No. 19–255, pp. 90a– 
96a. The Ninth Circuit vacated and remanded. Americans 
for Prosperity Foundation v. Harris, 809 F. 3d 536 (2015) 
(per curiam ). The court held that it was bound by Circuit 
precedent to reject the petitioners' facial challenge. Id., at 
538 (citing Center for Competitive Politics v. Harris, 784 
F. 3d 1307, 1317 (2015)). And reviewing the petitioners' as-
applied claims under an “exacting scrutiny” standard, the 
panel narrowed the injunction, allowing the Attorney Gen-
eral to collect the petitioners' Schedule Bs so long as he did 
not publicly disclose them. 809 F. 3d, at 538, 543. 
On remand, the District Court held bench trials in both 
cases, after which it entered judgment for the petitioners 
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604 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Opinion of the Court 
and permanently enjoined the Attorney General from 
collecting their Schedule Bs. Americans for Prosperity 
Foundation v. Harris, 182 F. Supp. 3d 1049 (CD Cal. 2016); 
Thomas More Law Center v. Harris, 2016 WL 6781090 (CD 
Cal., Nov. 16, 2016). Applying exacting scrutiny, the Dis-
trict Court held that disclosure of Schedule Bs was not 
narrowly tailored to the State's interest in investigating 
charitable misconduct. The court credited testimony from 
California offcials that Schedule Bs were rarely used to 
audit or investigate charities. And it found that even where 
Schedule B information was used, that information could be 
obtained from other sources. 
The court also determined that the disclosure regime bur-
dened the associational rights of donors. In both cases, the 
court found that the petitioners had suffered from threats 
and harassment in the past, and that donors were likely to 
face similar retaliation in the future if their affliations be-
came publicly known. For example, the CEO of the Foun-
dation testifed that a technology contractor working at 
the Foundation's headquarters had posted online that he was 
“inside the belly of the beast” and “could easily walk into 
[the CEO's] offce and slit his throat.” 182 F. Supp. 3d, 
at 1056. And the Law Center introduced evidence that it 
had received “threats, harassing calls, intimidating and ob-
scene emails, and even pornographic letters.” 2016 WL 
6781090, *4. 
The District Court also found that California was unable 
to ensure the confdentiality of donors' information. During 
the course of litigation, the Foundation identifed nearly 
2,000 confdential Schedule Bs that had been inadvertently 
posted to the Attorney General's website, including dozens 
that were found the day before trial. One of the Founda-
tion's expert witnesses also discovered that he was able to 
access hundreds of thousands of confdential documents on 
the website simply by changing a digit in the URL. The 
court found after trial that “the amount of careless mistakes 
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Cite as: 594 U. S. 595 (2021) 605 
Opinion of the Court 
made by the Attorney General's Registry is shocking.” 182 
F. Supp. 3d, at 1057. And although California subsequently 
codifed a policy prohibiting disclosure, Cal. Code Regs., 
tit. 11, § 310(b)—an effort the District Court described as 
“commendable”—the court determined that “[d]onors and 
potential donors would be reasonably justifed in a fear of 
disclosure given such a context” of past breaches. 2016 WL 
6781090, *5. 
The Ninth Circuit again vacated the District Court's 
injunctions, and this time reversed the judgments and re-
manded for entry of judgment in favor of the Attorney Gen-
eral. 903 F. 3d 1000. The court held that the District 
Court had erred by imposing a narrow tailoring requirement. 
Id., at 1008–1009. And it reasoned that the disclosure 
regime satisfed exacting scrutiny because the up-front col-
lection of charities' Schedule Bs promoted investigative eff-
ciency and effectiveness. Id., at 1009–1012. The panel also 
found that the disclosure of Schedule Bs would not meaning-
fully burden donors' associational rights, in part because the 
Attorney General had taken remedial security measures to 
fx the confdentiality breaches identifed at trial. Id., at 
1013–1019. 
The Ninth Circuit denied rehearing en banc. Americans 
for Prosperity Foundation v. Becerra, 919 F. 3d 1177 (2019). 
Judge Ikuta dissented, joined by four other judges. In her 
view, the panel had impermissibly overridden the District 
Court's factual fndings and evaluated the disclosure require-
ment under too lenient a degree of scrutiny. Id., at 1184– 
1187. 
We granted certiorari. 592 U. S. ––– (2021). 
II 
A 
The First Amendment prohibits government from 
“abridging the freedom of speech, or of the press; or the 
right of the people peaceably to assemble, and to petition the 
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606 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Opinion of the Court 
Government for a redress of grievances.” This Court has 
“long understood as implicit in the right to engage in activi-
ties protected by the First Amendment a corresponding 
right to associate with others.” Roberts v. United States 
Jaycees, 468 U. S. 609, 622 (1984). Protected association 
furthers “a wide variety of political, social, economic, educa-
tional, religious, and cultural ends,” and “is especially impor-
tant in preserving political and cultural diversity and in 
shielding dissident expression from suppression by the 
majority.” Ibid. Government infringement of this free-
dom “can take a number of forms.” Ibid. We have held, 
for example, that the freedom of association may be violated 
where a group is required to take in members it does not 
want, see id., at 623, where individuals are punished for their 
political affliation, see Elrod v. Burns, 427 U. S. 347, 355 
(1976) (plurality opinion), or where members of an organiza-
tion are denied benefts based on the organization's message, 
see Healy v. James, 408 U. S. 169, 181–182 (1972). 
We have also noted that “[i]t is hardly a novel perception 
that compelled disclosure of affliation with groups engaged 
in advocacy may constitute as effective a restraint on free-
dom of association as [other] forms of governmental action.” 
NAACP v. Alabama ex rel. Patterson, 357 U. S. 449, 462 
(1958). NAACP v. Alabama involved this chilling effect in 
its starkest form. The NAACP opened an Alabama offce 
that supported racial integration in higher education and 
public transportation. Id., at 452. In response, NAACP 
members were threatened with economic reprisals and 
violence. Id., at 462. As part of an effort to oust the orga-
nization from the State, the Alabama Attorney General 
sought the group's membership lists. Id., at 452–453. We 
held that the First Amendment prohibited such compelled 
disclosure. Id., at 466. We explained that “[e]ffective 
advocacy of both public and private points of view, particu-
larly controversial ones, is undeniably enhanced by group 
association,” id., at 460, and we noted “the vital relationship 
between freedom to associate and privacy in one's associa-
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Cite as: 594 U. S. 595 (2021) 607 
Opinion of Roberts, C. J. 
tions,” id., at 462. Because NAACP members faced a risk 
of reprisals if their affliation with the organization became 
known—and because Alabama had demonstrated no offsett-
ing interest “suffcient to justify the deterrent effect” of dis-
closure, id., at 463—we concluded that the State's demand 
violated the First Amendment. 
B 
1 
NAACP v. Alabama did not phrase in precise terms the 
standard of review that applies to First Amendment chal-
lenges to compelled disclosure. We have since settled on a 
standard referred to as “exacting scrutiny.” Buckley v. 
Valeo, 424 U. S. 1, 64 (1976) (per curiam ). Under that 
standard, there must be “a substantial relation between the 
disclosure requirement and a suffciently important govern-
mental interest.” Doe v. Reed, 561 U. S. 186, 196 (2010) (in-
ternal quotation marks omitted). “To withstand this scru-
tiny, the strength of the governmental interest must refect 
the seriousness of the actual burden on First Amendment 
rights.” Ibid. (internal quotation marks omitted). Such 
scrutiny, we have held, is appropriate given the “deterrent 
effect on the exercise of First Amendment rights” that arises 
as an “inevitable result of the government's conduct in re-
quiring disclosure.” Buckley, 424 U. S., at 65. 
The Law Center (but not the Foundation) argues that we 
should apply strict scrutiny, not exacting scrutiny. Under 
strict scrutiny, the government must adopt “the least re-
strictive means of achieving a compelling state interest,” 
McCullen v. Coakley, 573 U. S. 464, 478 (2014), rather than a 
means substantially related to a suffciently important inter-
est. The Law Center contends that only strict scrutiny ade-
quately protects the associational rights of charities. And 
although the Law Center acknowledges that we have applied 
exacting scrutiny in prior disclosure cases, it argues that 
those cases arose in the electoral context, where the govern-
ment's important interests justify less searching review. 
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608 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
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It is true that we frst enunciated the exacting scrutiny 
standard in a campaign fnance case. See Buckley, 424 U. S., 
at 64–68. And we have since invoked it in other election-
related settings. See, e.g., Citizens United v. Federal Elec-
tion Comm'n, 558 U. S. 310, 366–367 (2010); Davis v. Federal 
Election Comm'n, 554 U. S. 724, 744 (2008). But exacting 
scrutiny is not unique to electoral disclosure regimes. To 
the contrary, Buckley derived the test from NAACP v. Ala-
bama itself, as well as other nonelection cases. See 424 
U. S., at 64 (citing Gibson v. Florida Legislative Investiga-
tion Comm., 372 U. S. 539 (1963); NAACP v. Button, 371 
U. S. 415 (1963); Shelton v. Tucker, 364 U. S. 479 (1960); Bates 
v. Little Rock, 361 U. S. 516 (1960)). As we explained in 
NAACP v. Alabama, “it is immaterial” to the level of 
scrutiny “whether the beliefs sought to be advanced by asso-
ciation pertain to political, economic, religious or cultural 
matters.” 357 U. S., at 460–461. Regardless of the type of 
association, compelled disclosure requirements are reviewed 
under exacting scrutiny. 
2 
The Law Center (now joined by the Foundation) argues in 
the alternative that even if exacting scrutiny applies, such 
review incorporates a least restrictive means test similar to 
the one imposed by strict scrutiny. The United States and 
the Attorney General respond that exacting scrutiny de-
mands no additional tailoring beyond the “substantial rela-
tion” requirement noted above. We think that the answer 
lies between those two positions. While exacting scrutiny 
does not require that disclosure regimes be the least restric-
tive means of achieving their ends, it does require that they 
be narrowly tailored to the government's asserted interest. 
The need for narrow tailoring was set forth early in our 
compelled disclosure cases. In Shelton v. Tucker, we con-
sidered an Arkansas statute that required teachers to dis-
close every organization to which they belonged or contrib-
uted. 364 U. S., at 480. We acknowledged the importance 
of “the right of a State to investigate the competence and 
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Opinion of the Court 
ftness of those whom it hires to teach in its schools.” Id., 
at 485. On that basis, we distinguished prior decisions in 
which we had found “no substantially relevant correlation 
between the governmental interest asserted and the State's 
effort to compel disclosure.” Ibid. But we nevertheless 
held that the Arkansas statute was invalid because even 
a “legitimate and substantial” governmental interest “can-
not be pursued by means that broadly stife fundamental 
personal liberties when the end can be more narrowly 
achieved.” Id., at 488; see also Louisiana ex rel. Gremil-
lion v. NAACP, 366 U. S. 293, 296 (1961) (quoting same). 
Shelton stands for the proposition that a substantial rela-
tion to an important interest is not enough to save a disclo-
sure regime that is insuffciently tailored. This requirement 
makes sense. Narrow tailoring is crucial where First 
Amendment activity is chilled—even if indirectly—“[b]e-
cause First Amendment freedoms need breathing space to 
survive.” Button, 371 U. S., at 433. 
Our more recent decisions confrm the need for tailoring. 
In McCutcheon v. Federal Election Commission, 572 U. S. 
185 (2014), for example, a plurality of the Court explained: 
“In the First Amendment context, ft matters. Even 
when the Court is not applying strict scrutiny, we still 
require a ft that is not necessarily perfect, but reason-
able; that represents not necessarily the single best 
disposition but one whose scope is in proportion to the 
interest served, that employs not necessarily the least 
restrictive means but a means narrowly tailored to 
achieve the desired objective.” Id., at 218 (internal 
quotation marks and alterations omitted). 
McCutcheon is instructive here. A substantial relation is 
necessary but not suffcient to ensure that the government 
adequately considers the potential for First Amend-
ment harms before requiring that organizations reveal sensi-
tive information about their members and supporters. 
Where exacting scrutiny applies, the challenged requirement 
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610 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
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must be narrowly tailored to the interest it promotes, even 
if it is not the least restrictive means of achieving that 
end. 
The dissent reads our cases differently. It focuses on the 
words “broadly stife” in the quotation from Shelton above, 
and it interprets those words to mean that narrow tailoring 
is required only for disclosure regimes that “impose a severe 
burden on associational rights.” Post, at 634 (opinion of 
Sotomayor, J.). Because, in the dissent's view, the petition-
ers have not shown such a burden here, narrow tailoring is 
not required. 
We respectfully disagree. The “government may regu-
late in the [First Amendment] area only with narrow speci-
fcity,” Button, 371 U. S., at 433, and compelled disclosure 
regimes are no exception. When it comes to “a person's be-
liefs or associations,” “[b]road and sweeping state inquiries 
into these protected areas . . . discourage citizens from exer-
cising rights protected by the Constitution.” Baird v. State 
Bar of Ariz., 401 U. S. 1, 6 (1971) (plurality opinion). Con-
trary to the dissent, we understand this Court's discussion of 
rules that are “broad” and “broadly stife” First Amendment 
freedoms to refer to the scope of challenged restrictions— 
their breadth—rather than the severity of any demonstrated 
burden. That much seems clear to us from Shelton's state-
ment (in the sentence following the one quoted by the dis-
sent) that “[t]he breadth of legislative abridgment must be 
viewed in the light of less drastic means for achieving the 
same basic purpose.” 364 U. S., at 488; see id., at 488, n. 9 
(citing sources that support this reading). It also seems 
clear from the immediately preceding paragraph, which 
stressed that “[t]he scope of the inquiry required by [the law] 
is completely unlimited. . . . It requires [the teacher] to 
list, without number, every conceivable kind of associational 
tie—social, professional, political, avocational, or religious. 
Many such relationships could have no possible bearing upon 
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Opinion of the Court 
the teacher's occupational competence or ftness.” Id., at 
488. In other words, the law was not narrowly tailored to 
the State's objective. 
Nor does our decision in Reed suggest that narrow tailor-
ing is required only for laws that impose severe burdens. 
The dissent casts Reed as a case involving only “ `modest 
burdens,' ” and therefore “a correspondingly modest level of 
tailoring.” Post, at 634 (quoting 561 U. S., at 201). But it 
was only after we concluded that various narrower alterna-
tives proposed by the plaintiffs were inadequate, see 561 
U. S., at 198–199, that we held that the strength of the 
government's interest in disclosure refected the burden 
imposed, see id., at 201. The point is that a reasonable as-
sessment of the burdens imposed by disclosure should begin 
with an understanding of the extent to which the burdens 
are unnecessary, and that requires narrow tailoring. 
III 
The Foundation and the Law Center both argued below 
that the obligation to disclose Schedule Bs to the Attorney 
General was unconstitutional on its face and as applied to 
them. See 903 F. 3d, at 1007. The petitioners renew their 
facial challenge in this Court, and they argue in the alterna-
tive that they are entitled to as-applied relief. For the rea-
sons below, we conclude that California's blanket demand for 
Schedule Bs is facially unconstitutional. 
A 
As explained, exacting scrutiny requires that there be “a 
substantial relation between the disclosure requirement and 
a suffciently important governmental interest,” Reed, 561 
U. S., at 196 (internal quotation marks omitted), and that the 
disclosure requirement be narrowly tailored to the interest 
it promotes, see Shelton, 364 U. S., at 488. The Ninth Cir-
cuit found that there was a substantial relation between the 
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612 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Opinion of the Court 
Attorney General's demand for Schedule Bs and a suffciently 
strong governmental interest. 903 F. 3d, at 1008–1020. Of 
particular relevance, the court found that California had such 
an interest in preventing charitable fraud and self-dealing, 
and that “the up-front collection of Schedule B information 
improves the effciency and effcacy of the Attorney General's 
important regulatory efforts.” Id., at 1011–1012. The 
court did not apply a narrow tailoring requirement, however, 
because it did not read our cases to mandate any such 
inquiry. Id., at 1008–1009. That was error. And properly 
applied, the narrow tailoring requirement is not satisfed by 
the disclosure regime. 
We do not doubt that California has an important interest 
in preventing wrongdoing by charitable organizations. It 
goes without saying that there is a “substantial governmen-
tal interest[ ] in protecting the public from fraud.” Schaum-
burg v. Citizens for Better Environment, 444 U. S. 620, 636 
(1980) (internal quotation marks omitted). The Attorney 
General receives complaints each month that identify a range 
of misconduct, from “misuse, misappropriation, and diversion 
of charitable assets,” to “false and misleading charitable so-
licitations,” to other “improper activities by charities solicit-
ing charitable donations.” App. in No. 19–255, p. 270 (alter-
ation omitted). Such offenses cause serious social harms. 
And the Attorney General is the primary law enforcement 
offcer charged with combating them under California law. 
See Cal. Govt. Code Ann. § 12598. 
There is a dramatic mismatch, however, between the inter-
est that the Attorney General seeks to promote and the dis-
closure regime that he has implemented in service of that 
end. Recall that 60,000 charities renew their registrations 
each year, and nearly all are required to fle a Schedule B. 
Each Schedule B, in turn, contains information about a chari-
ty's top donors—a small handful of individuals in some cases, 
but hundreds in others. See App. in No. 19–251, p. 319. 
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Opinion of the Court 
This information includes donors' names and the total contri-
butions they have made to the charity, as well as their 
addresses. 
Given the amount and sensitivity of this information har-
vested by the State, one would expect Schedule B collection 
to form an integral part of California's fraud detection 
efforts. It does not. To the contrary, the record amply 
supports the District Court's fnding that there was not “a 
single, concrete instance in which pre-investigation collection 
of a Schedule B did anything to advance the Attorney Gener-
al's investigative, regulatory or enforcement efforts.” 182 
F. Supp. 3d, at 1055. 
The dissent devotes much of its analysis to relitigating fac-
tual disputes that the District Court resolved against the 
Attorney General, see post, at 637–642, notwithstanding the 
applicable clear error standard of review, see Fed. Rule Civ. 
Proc. 52(a). For example, the dissent echoes the State's ar-
gument that, in some cases, it relies on up-front Schedule B 
collection to prevent and police fraud. See post, at 639–640. 
But the record before the District Court tells a different story. 
See, e.g., App. in No. 19–251, at 397, 403, 417. And even if 
the State relied on up-front collection in some cases, its 
showing falls far short of satisfying the means-end ft that 
exacting scrutiny requires. California is not free to enforce 
any disclosure regime that furthers its interests. It must 
instead demonstrate its need for universal production in 
light of any less intrusive alternatives. Cf. Shelton, 364 
U. S., at 488. 
The Attorney General and the dissent contend that alter-
native means of obtaining Schedule B information—such as 
a subpoena or audit letter—are ineffcient and ineffective com-
pared to up-front collection. See post, at 640–641. It be-
came clear at trial, however, that the Offce had not even con-
sidered alternatives to the current disclosure requirement. 
See App. in No. 19–251, at 421 (“I see no reason to change 
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614 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Opinion of the Court 
what we've been doing.”). The Attorney General and the 
dissent also argue that a targeted request for Schedule B 
information could tip a charity off, causing it to “hide or tam-
per with evidence.” Brief for Respondent 43; see post, at 
641–642. But again, the States' witnesses failed to substan-
tiate that concern. See, e.g., App. in No. 19–251, at 405–406; 
see also Board of Trustees of State Univ . of N. Y. v. Fox, 492 
U. S. 469, 480 (1989) (“the State . . . must affrmatively estab-
lish the reasonable ft we require”). Nor do the actions of 
investigators suggest a risk of tipping off charities under sus-
picion, as the standard practice is to send audit letters asking 
for a wide range of information early in the investigative 
process. See App. in No. 19–251, at 406, 411, 418. Further-
more, even if tipoff were a concern in some cases, the State's 
indiscriminate collection of Schedule Bs in all cases would 
not be justifed. 
The upshot is that California casts a dragnet for sensitive 
donor information from tens of thousands of charities each 
year, even though that information will become relevant in 
only a small number of cases involving fled complaints. See 
id., at 307–308. California does not rely on Schedule Bs to 
initiate investigations, and in all events, there are multiple 
alternative mechanisms through which the Attorney General 
can obtain Schedule B information after initiating an investi-
gation. The need for up-front collection is particularly dubi-
ous given that California—one of only three States to impose 
such a requirement, see id., at 420—did not rigorously en-
force the disclosure obligation until 2010. Certainly, this is 
not a regime “whose scope is in proportion to the interest 
served.” McCutcheon, 572 U. S., at 218 (internal quotation 
marks omitted). 
In reality, then, California's interest is less in investigating 
fraud and more in ease of administration. This interest, 
however, cannot justify the disclosure requirement. The 
Attorney General may well prefer to have every charity's 
information close at hand, just in case. But “the prime 
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Opinion of the Court 
objective of the First Amendment is not effciency.” Mc-
Cullen, 573 U. S., at 495. Mere administrative convenience 
does not remotely “refect the seriousness of the actual bur-
den” that the demand for Schedule Bs imposes on donors' 
association rights. Reed, 561 U. S., at 196 (internal quota-
tion marks omitted). 
B 
The foregoing discussion also makes clear why a facial 
challenge is appropriate in these cases. Normally, a plaintiff 
bringing a facial challenge must “establish that no set of cir-
cumstances exists under which the [law] would be valid,” 
United States v. Salerno, 481 U. S. 739, 745 (1987), or show 
that the law lacks “a plainly legitimate sweep,” Washington 
State Grange v. Washington State Republican Party , 552 
U. S. 442, 449 (2008) (internal quotation marks omitted). In 
the First Amendment context, however, we have recognized 
“a second type of facial challenge, whereby a law may 
be invalidated as overbroad if a substantial number of its 
applications are unconstitutional, judged in relation to the 
statute's plainly legitimate sweep.” United States v. 
Stevens, 559 U. S. 460, 473 (2010) (internal quotation marks 
omitted). We have no trouble concluding here that the 
Attorney General's disclosure requirement is overbroad. 
The lack of tailoring to the State's investigative goals is cate-
gorical—present in every case—as is the weakness of the 
State's interest in administrative convenience. Every de-
mand that might chill association therefore fails exacting 
scrutiny. 
The Attorney General tries to downplay the burden on 
donors, arguing that “there is no basis on which to conclude 
that California's requirement results in any broad-based 
chill.” Brief for Respondent 36. He emphasizes that “Cali-
fornia's Schedule B requirement is confdential,” and he 
suggests that certain donors—like those who give to noncon-
troversial charities—are unlikely to be deterred from con-
tributing. Id., at 36–37. He also contends that disclosure 
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616 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Opinion of the Court 
to his offce imposes no added burdens on donors because 
tax-exempt charities already provide their Schedule Bs to 
the IRS. Id., at 37. 
We are unpersuaded. Our cases have said that disclosure 
requirements can chill association “[e]ven if there [is] no dis-
closure to the general public.” Shelton, 364 U. S., at 486. 
In Shelton, for example, we noted the “constant and heavy” 
pressure teachers would experience simply by disclosing 
their associational ties to their schools. Ibid. Exacting 
scrutiny is triggered by “state action which may have the 
effect of curtailing the freedom to associate,” and by the 
“possible deterrent effect” of disclosure. NAACP v. Ala-
bama, 357 U. S., at 460–461 (emphasis added); see Talley v. 
California, 362 U. S. 60, 65 (1960) (“identifcation and fear of 
reprisal might deter perfectly peaceful discussions of public 
matters of importance” (emphasis added)). While assur-
ances of confdentiality may reduce the burden of disclosure 
to the State, they do not eliminate it.* 
It is irrelevant, moreover, that some donors might not 
mind—or might even prefer—the disclosure of their identi-
ties to the State. The disclosure requirement “creates an 
unnecessary risk of chilling” in violation of the First Amend-
ment, Secretary of State of Md. v. Joseph H . Munson Co ., 
467 U. S. 947, 968 (1984), indiscriminately sweeping up the 
*Here the State's assurances of confdentiality are not worth much. 
The dissent acknowledges that the Foundation and Law Center “have un-
questionably provided evidence that their donors face a reasonable proba-
bility of threats, harassment, and reprisals if their affliations are made 
public,” but it concludes that the petitioners have no cause for concern 
because the Attorney General “has implemented security measures to en-
sure that Schedule B information remains confdential.” Post, at 636–637 
(opinion of Sotomayor, J.). The District Court—whose fndings, again, 
we review only for clear error—disagreed. After two full bench trials, 
the court found that the Attorney General's promise of confdentiality 
“rings hollow,” and that “[d]onors and potential donors would be reason-
ably justifed in a fear of disclosure.” Thomas More Law Center v. Har-
ris, 2016 WL 6781090, *5 (CD Cal., Nov. 16, 2016). 
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Opinion of the Court 
information of every major donor with reason to remain 
anonymous. The petitioners here, for example, introduced 
evidence that they and their supporters have been subjected 
to bomb threats, protests, stalking, and physical violence. 
App. in No. 19–251, at 256, 291–292. Such risks are height-
ened in the 21st century and seem to grow with each passing 
year, as “anyone with access to a computer [can] compile a 
wealth of information about” anyone else, including such sen-
sitive details as a person's home address or the school at-
tended by his children. Reed, 561 U. S., at 208 (Alito , J., 
concurring). 
The gravity of the privacy concerns in this context is fur-
ther underscored by the flings of hundreds of organizations 
as amici curiae in support of the petitioners. Far from rep-
resenting uniquely sensitive causes, these organizations span 
the ideological spectrum, and indeed the full range of human 
endeavors: from the American Civil Liberties Union to the 
Proposition 8 Legal Defense Fund; from the Council on 
American-Islamic Relations to the Zionist Organization of 
America; from Feeding America—Eastern Wisconsin to PBS 
Reno. The deterrent effect feared by these organizations is 
real and pervasive, even if their concerns are not shared by 
every single charity operating or raising funds in California. 
The dissent argues that—regardless of the defects in 
California's disclosure regime—a facial challenge cannot 
succeed unless a plaintiff shows that donors to a substantial 
number of organizations will be subjected to harassment 
and reprisals. See post, at 642, n. 11. As we have ex-
plained, plaintiffs may be required to bear this evidentiary 
burden where the challenged regime is narrowly tailored to 
an important government interest. See supra, at 610–611. 
Such a demanding showing is not required, however, 
where—as here—the disclosure law fails to satisfy these 
criteria. 
Finally, California's demand for Schedule Bs cannot be 
saved by the fact that donor information is already disclosed 
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618 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Opinion of the Court 
to the IRS as a condition of federal tax-exempt status. For 
one thing, each governmental demand for disclosure brings 
with it an additional risk of chill. For another, revenue col-
lection efforts and conferral of tax-exempt status may raise 
issues not presented by California's disclosure requirement, 
which can prevent charities from operating in the State alto-
gether. See Regan v. Taxation With Representation of 
Wash., 461 U. S. 540, 545 (1983); see also Schaumburg, 444 
U. S., at 633 (First Amendment protects right to solicit chari-
table contributions). 
We are left to conclude that the Attorney General's disclo-
sure requirement imposes a widespread burden on donors' 
associational rights. And this burden cannot be justifed on 
the ground that the regime is narrowly tailored to investi-
gating charitable wrongdoing, or that the State's interest in 
administrative convenience is suffciently important. We 
therefore hold that the up-front collection of Schedule Bs is 
facially unconstitutional, because it fails exacting scrutiny in 
“a substantial number of its applications . . . judged in rela-
tion to [its] plainly legitimate sweep.” Stevens, 559 U. S., at 
473 (internal quotation marks omitted). 
The dissent concludes by saying that it would be “sympa-
thetic” if we “had simply granted as-applied relief to peti-
tioners based on [our] reading of the facts.” Post, at 646. 
But the pertinent facts in these cases are the same across 
the board: Schedule Bs are not used to initiate investigations. 
That is true in every case. California has not considered 
alternatives to indiscriminate up-front disclosure. That is 
true in every case. And the State's interest in amassing 
sensitive information for its own convenience is weak. That 
is true in every case. When it comes to the freedom of asso-
ciation, the protections of the First Amendment are trig-
gered not only by actual restrictions on an individual's ability 
to join with others to further shared goals. The risk of a 
chilling effect on association is enough, “[b]ecause First 
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Opinion of Thomas, J. 
Amendment freedoms need breathing space to survive.” 
Button, 371 U. S., at 433. 
* * * 
The District Court correctly entered judgment in favor 
of the petitioners and permanently enjoined the Attorney 
General from collecting their Schedule Bs. The Ninth 
Circuit erred by vacating those injunctions and directing 
entry of judgment for the Attorney General. The judgment 
of the Ninth Circuit is reversed, and the cases are remanded 
for further proceedings consistent with this opinion. 
It is so ordered. 
Justice Thomas, concurring in Parts I, II–A, II–B–2, and 
III–A, and concurring in the judgment. 
The Court correctly holds that California's disclosure 
requirement violates the First Amendment. It also cor-
rectly concludes that the District Court properly enjoined 
California's attorney general from collecting the forms at 
issue, which contain sensitive donor information. But, while 
I agree with much of the Court's opinion, I would approach 
three issues differently. 
First, the bulk of “our precedents . . . require application 
of strict scrutiny to laws that compel disclosure of protected 
First Amendment association.” Doe v. Reed, 561 U. S. 186, 
232 (2010) (Thomas, J., dissenting). California's law fts that 
description. Although the Court rightly holds that even the 
less demanding “exacting scrutiny” standard requires nar-
row tailoring for laws that compel disclosure, ante, at 608– 
611, invoking exacting scrutiny is at odds with our repeated 
recognition “that privacy of association is protected under 
the First Amendment.” 561 U. S., at 240 (Thomas, J., dis-
senting). The text and history of the Assembly Clause sug-
gest that the right to assemble includes the right to associate 
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620 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Opinion of Thomas, J. 
anonymously. See 4 Annals of Cong. 900–902, 941–942 (1795) 
(defending the Democratic-Republican societies, many of 
which met in secret, as exercising individuals' “leave to assem-
ble”); see also Brief for Becket Fund for Religious Liberty as 
Amicus Curiae 13–20; Reply Brief in No. 19–251, pp. 3–5; 
NAACP v. Alabama ex rel. Patterson, 357 U. S. 449 (1958) 
(discussing the history of anonymous publications). And the 
right to associate anonymously often operates as a vehicle to 
protect other First Amendment rights, such as the freedom of 
the press. McIntyre v. Ohio Elections Comm'n, 514 U. S. 
334, 361–367 (1995) (Thomas, J., concurring in judgment) 
(“Founding-era Americans” understood the freedom of the 
press to include the right of printers and publishers not to be 
compelled to disclose the authors of anonymous works). Laws 
directly burdening the right to associate anonymously, includ-
ing compelled disclosure laws, should be subject to the same 
scrutiny as laws directly burdening other First Amendment 
rights. Doe, 561 U. S., at 232, 240 (Thomas, J., dissenting). 
Second, the Court holds the law “overbroad” and, thus, in-
valid in all circumstances. Ante, at 615. But I continue to 
have “doubts about [the] origins and application” of our “over-
breadth doctrine.” United States v. Sineneng-Smith, 590 
U. S. 371, 383 (2020) (Thomas, J., concurring). That doctrine 
purports to grant federal courts the power to invalidate a law 
“if a substantial number of its applications are unconstitu-
tional, judged in relation to the statute's plainly legitimate 
sweep.” Id., at 382 (internal quotation marks omitted). 
However, the Court has no power to enjoin the lawful applica-
tion of a statute just because that statute might be unlawful as-
applied in other circumstances. Id., at 390; Borden v. United 
States, 593 U. S. 420, 448 (2021) (Thomas, J., concurring in 
judgment) (“a court cannot, consistent with separation of 
powers, enjoin enforcement of a statute where enforcement 
would be lawful”). And the principle that application of a 
law is always unlawful if “a substantial number of its appli-

Cite as: 594 U. S. 595 (2021) 621 
Opinion of Thomas, J. 
cations are unconstitutional” “lacks any basis in the Con-
stitution's text” and “contravenes traditional standing prin-
ciples.” Sineneng-Smith, 590 U. S., at 382–383 (Thomas, J., 
concurring) (internal quotation marks omitted). 
Third, and relatedly, this Court also lacks the power 
“to `pronounce that the statute is unconstitutional in all ap-
plications,' ” even if the Court suspects that the law will 
likely be unconstitutional in every future application as op-
posed to just a substantial number of its applications. Bor-
den, 593 U. S., at 447 (opinion of Thomas, J.) (quoting 
Chicago v. Morales, 527 U. S 41, 77 (1999) (Scalia, J., dissent-
ing)). A declaration that the law is “facially” unconstitu-
tional “seems to me no more than an advisory opinion— 
which a federal court should never issue at all.” 593 U. S., 
at 447 (opinion of Thomas, J.). Courts cannot “strike down 
statutory text” or resolve the legal rights of litigants not 
before them. Ibid. (brackets and internal quotation marks 
omitted). 
Despite the Court's use of the term “facially unconstitu-
tional,” I join Part III–A, which fnds that California's law 
fails exacting scrutiny, because the Court does not say that 
it is “provid[ing] relief beyond the parties to the case.” 
Trump v. Hawaii, 585 U. S. 667, 717 (2018) (Thomas, J., con-
curring). The Court simply (and correctly) holds that the 
District Court properly enjoined the law as applied to peti-
tioners. Ante, at 619. The Court's judgment is also not de-
pendent on its overbreadth determination. Ante, at 611–615. 
One can understand the Court's reasoning as based on the fun-
damental legal problems with the law (that are obvious in light 
of the facts of this suit) that will, in practice, prevent California 
from lawfully applying the disclosure requirement against a 
substantial number of entities, including petitioners. 
With those points of difference clarifed, I join Parts I, 
II–A, II–B–2, and III–A of the majority's opinion and concur 
in the judgment. 
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622 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Opinion of Alito, J. 
Justice Alito, with whom Justice Gorsuch joins, con-
curring in Parts I, II–A, II–B–2, and III, and concurring in 
the judgment. 
I am pleased to join most of The Chief Justice's opinion. 
In particular, I agree that the exacting scrutiny standard 
drawn from our election-law jurisprudence has real teeth. 
It requires both narrow tailoring and consideration of alter-
native means of obtaining the sought-after information. 
See ante, at 608–611, 614–615 (opinion of the Court). For 
the reasons The Chief Justice explains, California's blun-
derbuss approach to charitable disclosures fails exacting 
scrutiny and is facially unconstitutional. See ante, at 611– 
619 (opinion of the Court). The question is not even close. 
And for the same reasons, California's approach necessarily 
fails strict scrutiny. 
The Chief Justice would hold that the particular exact-
ing scrutiny standard in our election-law jurisprudence ap-
plies categorically “to First Amendment challenges to com-
pelled disclosure.” Ante, at 607 (plurality opinion). Jus-
tice Thomas, by contrast, would hold that strict scrutiny 
applies in all such cases. See ante, at 619–620 (concurring 
in part and concurring in judgment). I am not prepared at 
this time to hold that a single standard applies to all disclo-
sure requirements. And I do not read our cases to have 
broadly resolved the question in favor of exacting scrutiny. 
This Court decided its seminal compelled disclosure cases be-
fore it developed modern strict scrutiny doctrine. See Fal-
lon, Strict Judicial Scrutiny, 54 UCLA L. Rev. 1267, 1284 (2007) 
(“Before 1960, what we would now call strict judicial scrutiny 
. . . did not exist”); id., at 1282 (contending that modern strict 
scrutiny's “frst unambiguous appearance” in a majority opin-
ion occurred in 1969). Accordingly, nothing in those cases can 
be understood as rejecting strict scrutiny. If anything, their 
language and reasoning—requiring a compelling interest and 
a minimally intrusive means of advancing that interest—an-
ticipated and is fully in accord with contemporary strict 
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Sotomayor, J., dissenting 
scrutiny doctrine. See, e. g., Shelton v. Tucker, 364 U. S. 
479, 488 (1960) (the government's purpose “cannot be pur-
sued by means that broadly stife fundamental personal liber-
ties when the end can be more narrowly achieved”); NAACP 
v. Alabama ex rel. Patterson, 357 U. S. 449, 463 (1958) (re-
quiring a “compelling” interest (internal quotation marks 
omitted)). Similarly, Buckley v. Valeo, 424 U. S. 1 (1976) 
(per curiam ), and its progeny should not be read to have 
broadly cabined our earlier decisions merely by relying on 
them in one particular context. 
Because the choice between exacting and strict scrutiny 
has no effect on the decision in these cases, I see no need to 
decide which standard should be applied here or whether the 
same level of scrutiny should apply in all cases in which the 
compelled disclosure of associations is challenged under the 
First Amendment. 
Justice Sotomayor , with whom Justice Breyer and 
Justice Kagan join, dissenting. 
Although this Court is protective of First Amendment 
rights, it typically requires that plaintiffs demonstrate an ac-
tual First Amendment burden before demanding that a law 
be narrowly tailored to the government's interests, never 
mind striking the law down in its entirety. Not so today. 
Today, the Court holds that reporting and disclosure require-
ments must be narrowly tailored even if a plaintiff demon-
strates no burden at all. The same scrutiny the Court ap-
plied when NAACP members in the Jim Crow South did not 
want to disclose their membership for fear of reprisals and 
violence now applies equally in the case of donors only too 
happy to publicize their names across the websites and walls 
of the organizations they support. 
California oversees nearly a quarter of this Nation's chari-
table assets. As part of that oversight, it investigates and 
prosecutes charitable fraud, relying in part on a registry 
where it collects and keeps charitable organizations' tax 
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624 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Sotomayor, J., dissenting 
forms. The majority holds that a California regulation 
requiring charitable organizations to disclose tax forms 
containing the names and contributions of their top donors 
unconstitutionally burdens the right to associate even if the 
forms are not publicly disclosed. 
In so holding, the Court discards its decades-long require-
ment that, to establish a cognizable burden on their associa-
tional rights, plaintiffs must plead and prove that disclosure 
will likely expose them to objective harms, such as threats, 
harassment, or reprisals. It also departs from the tradi-
tional, nuanced approach to First Amendment challenges, 
whereby the degree of means-end tailoring required is 
commensurate to the actual burdens on associational rights. 
Finally, it recklessly holds a state regulation facially invalid 
despite petitioners' failure to show that a substantial propor-
tion of those affected would prefer anonymity, much less that 
they are objectively burdened by the loss of it. 
Today's analysis marks reporting and disclosure require-
ments with a bull's-eye. Regulated entities who wish to 
avoid their obligations can do so by vaguely waving toward 
First Amendment “privacy concerns.” Ante, at 617. It 
does not matter if not a single individual risks experiencing 
a single reprisal from disclosure, or if the vast majority of 
those affected would happily comply. That is all irrelevant 
to the Court's determination that California's Schedule B re-
quirement is facially unconstitutional. Neither precedent 
nor common sense supports such a result. I respectfully 
dissent. 
I 
Charitable organizations that wish to solicit tax-deductible 
contributions from California residents must maintain mem-
bership in a registry managed by the California attorney 
general. Cal. Govt. Code Ann. §§ 12584, 12585 (West 2018). 
As a condition of membership, the attorney general requires 
charities to submit a complete copy of Internal Revenue 
Service (IRS) Form 990, including Schedule B, on which 
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Sotomayor, J., dissenting 
501(c)(3) organizations report the names and contributions of 
their major donors. See Cal. Code Regs., tit. 11, § 301 
(2021); 26 CFR §§ 1.6033–2(a)(2)(ii), (iii) (2020). California 
regulations expressly require that Schedule Bs remain con-
fdential, Cal. Code Regs., tit. 11, § 310(b), and the attorney 
general's office has implemented enhanced protocols to 
ensure confdentiality.
1 California relies on Schedule Bs to 
investigate fraud and other malfeasance. 
After the attorney general's offce stepped up its efforts 
to enforce California's Schedule B reporting requirement, 
petitioners Americans for Prosperity Foundation (Founda-
tion) and Thomas More Law Center (Law Center) sought 
an injunction against the requirement. They alleged that 
the requirement “unconstitutionally burden[ed] their First 
Amendment right to free association by deterring individu-
als from fnancially supporting them.” Americans for Pros-
perity Foundation v. Becerra, 903 F. 3d 1000, 1006 (CA9 
2018). They pointed to evidence that their supporters 
experienced threats, reprisals, and harassment when their 
identities and associations became publicly known in other 
contexts. Importantly, however, the Foundation and Law 
Center failed to show that such consequences would result 
from the confdential submission of their top donors' identi-
1 Schedule Bs are kept in a confdential database used only by the Chari-
table Trusts Section and inaccessible to others in California's attorney 
general's offce. Employees who fail to safeguard confdential information 
are subject to discipline. See generally Cal. Govt. Code Ann. § 19572 
(West 2009). In light of previous security breaches disclosed in this litiga-
tion, see ante, at 604–605, the attorney general's offce instituted a series 
of measures to ensure that Schedule B information remains confdential. 
The offce has adopted a system of text searching forms before they are 
uploaded onto the Internet to ensure that none contain Schedule B infor-
mation. The offce now also runs automated scans of publicly accessible 
government databases to identify and remove any documents containing 
Schedule B information that may be inadvertently uploaded. See Ameri-
cans for Prosperity Foundation v. Becerra, 903 F. 3d 1000, 1018 (CA9 
2018). 
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626 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Sotomayor, J., dissenting 
ties to California's attorney general's offce in light of the 
security mechanisms the offce has now implemented. 
II 
Because the freedom to associate needs “breathing space 
to survive,” NAACP v. Button, 371 U. S. 415, 433 (1963), 
this Court has recognized that associational rights must be 
“protected not only against heavy-handed frontal attack, but 
also from being stifed by more subtle governmental inter-
ference,” Bates v. Little Rock, 361 U. S. 516, 523 (1960). 
Publicizing individuals' association with particular groups 
might expose members to harassment, threats, and repris-
als by opponents of those organizations. Individuals may 
choose to disassociate themselves from a group altogether 
rather than face such backlash. 
Acknowledging that risk, this Court has observed that 
“privacy in group association may in many circumstances 
be indispensable to preservation of freedom of association, 
particularly where a group espouses dissident beliefs.” 
NAACP v. Alabama ex rel. Patterson, 357 U. S. 449, 462 
(1958). That observation places special emphasis on the 
risks actually resulting from disclosure. Privacy “may” be 
indispensable to the preservation of freedom of association, 
but it need not be. It depends on whether publicity will 
lead to reprisal. For example, privacy can be particularly 
important to “dissident” groups because the risk of retalia-
tion against their supporters may be greater. For groups 
that promote mainstream goals and ideas, on the other hand, 
privacy may not be all that important. Not only might their 
supporters feel agnostic about disclosing their association, 
they might actively seek to do so. 
Given the indeterminacy of how disclosure requirements 
will impact associational rights, this Court requires plaintiffs 
to demonstrate that a requirement is likely to expose their 
supporters to concrete repercussions in order to establish an 
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Sotomayor, J., dissenting 
actual burden. It then applies a level of means-end tailoring 
proportional to that burden. The Court abandons that ap-
proach here, instead holding that narrow tailoring applies to 
disclosure requirements across the board, even if there is no 
evidence that they burden anyone at all. 
A 
Before today, to demonstrate that a reporting or disclosure 
requirement would chill association, litigants had to show “a 
reasonable probability that the compelled disclosure of . . . 
contributors' names will subject them to threats, harass-
ment, or reprisals from either Government offcials or pri-
vate parties.” Buckley v. Valeo, 424 U. S. 1, 74 (1976) (per 
curiam). Proof could include “specifc evidence of past or 
present harassment of members due to their associational 
ties, or of harassment directed against the organization it-
self,” ibid., as well as evidence that “fear of community 
hostility and economic reprisals that would follow public dis-
closure . . . had discouraged new members from joining” an 
organization or caused “former members to withdraw,” 
Bates, 361 U. S., at 524. Although the Court has never im-
posed an “unduly strict requiremen[t] of proof,” Buckley, 424 
U. S., at 74, it has consistently required at least some record 
evidence demonstrating a risk of such objective harms. See 
Bates, 361 U. S., at 523–524; Patterson, 357 U. S., at 462–463. 
Indeed, the Court has expressly held that parties do not 
have standing to bring claims where they assert nothing 
more than that government action will cause a “subjective 
`chill.' ” Laird v. Tatum, 408 U. S. 1, 13–14 (1972). It does 
not matter if an individual perceives a government regula-
tion “as inappropriate,” or believes “it is inherently danger-
ous for the [government] to be concerned with” a particular 
activity, or has “generalized yet speculative apprehensive-
ness that the [government] may at some future date misuse 
the information in some way that would cause direct harm” 
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628 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Sotomayor, J., dissenting 
to her. Id., at 13. She must still allege a risk of objective 
harm. See id., at 14; see also Clapper v. Amnesty Int'l 
USA, 568 U. S. 398, 417–418 (2013). 
Consistent with this approach, the Court has carefully 
scrutinized record evidence to determine whether a disclo-
sure requirement actually risks exposing supporters to back-
lash. See Patterson, 357 U. S., at 462 (compelled disclosure 
of NAACP members “entail[ed] the likelihood of a substan-
tial restraint” on association in light of “an uncontroverted 
showing” that past disclosures exposed members “to eco-
nomic reprisal, loss of employment, threat of physical coer-
cion, and other manifestations of public hostility”); Bates, 361 
U. S., at 523–524 (compelled disclosure of NAACP member-
ship “would work a signifcant interference with the freedom 
of association” based on “uncontroverted evidence” that past 
identifcation “had been followed by harassment and threats 
of bodily harm”); Shelton v. Tucker, 364 U. S. 479, 486 (1960) 
(disclosure of teachers' organizational affliations impaired 
association because record evidence substantiated a “fear of 
public disclosure” and a “constant and heavy” pressure on 
teachers “to avoid any ties which might displease those who 
control [their] professional destin[ies]”); Buckley, 424 U. S., 
at 69–70 (“any serious infringement” on associational rights 
caused by the compelled disclosure of contributors was 
“highly speculative” on the record before the Court). 
Hence, in Doe v. Reed, 561 U. S. 186 (2010), the Court re-
jected a facial challenge to the public disclosure of referenda 
signatories on the ground that the “typical referendum” con-
cerned revenue, budget, and tax policies unlikely to incite 
threats or harassment. Id., at 200–201. Any judge who 
has witnessed local fghts over raising taxes, funding schools, 
building sewer systems, or rerouting roads can surely envis-
age signatories with reason to keep their support for such 
measures private. But in Reed, such subjective reasons did 
not suffce to establish a cognizable burden on associational 
rights. 
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Sotomayor, J., dissenting 
Today, the Court abandons the requirement that plaintiffs 
demonstrate that they are chilled, much less that they are 
reasonably chilled. Instead, it presumes (contrary to the ev-
idence, precedent, and common sense) that all disclosure re-
quirements impose associational burdens. For example, the 
Court explains that there is a risk of chill in this suit because 
the government requires disclosure of the identity of any 
donor “with reason to remain anonymous.” Ante, at 617. 
The Court does not qualify that statement, nor does it re-
quire record evidence of such reasons. If the Court did, it 
would not be able to strike California's Schedule B require-
ment down in all its applications, because the only evidence 
in the record of donors with any reason to remain anonymous 
is that of petitioners'.
2 
At best, then, a subjective preference for privacy, which 
previously did not confer standing, now subjects disclosure 
requirements to close scrutiny. Of course, all disclosure re-
quires some loss of anonymity, and courts can always imag-
ine that someone might, for some reason, prefer to keep their 
donations undisclosed. If such speculation is enough (and 
apparently it is), then all disclosure requirements ipso facto 
impose cognizable First Amendment burdens. 
Indeed, the Court makes obvious its presumption that all 
disclosure requirements are burdensome by beginning its 
analysis of “burden” with an evaluation of means-end ft in-
stead. “[A] reasonable assessment of the burdens imposed 
by disclosure,” the Court explains, “should begin with an un-
derstanding of the extent to which the burdens are unneces-
sary, and that requires narrow tailoring.” Ante, at 611; see 
also ante, at 617 (excusing plaintiffs from showing any bur-
den if a disclosure law is not narrowly tailored). 
I disagree. A reasonable assessment of the burdens im-
posed by disclosure should begin by determining whether 
those burdens even exist. If a disclosure requirement im-
2 See Part IV , infra.

630 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Sotomayor, J., dissenting 
poses no burdens at all, then of course there are no “unneces-
sary” burdens. Likewise, if a disclosure requirement im-
poses no burden for the Court to remedy, there is no need 
for it to be closely scrutinized. By forgoing the requirement 
that plaintiffs adduce evidence of tangible burdens, such as 
increased vulnerability to harassment or reprisals, the Court 
gives itself license to substitute its own policy preferences 
for those of politically accountable actors. 
B 
All this would be less troubling if the Court still required 
means-end tailoring commensurate to the actual burden im-
posed. It does not. Instead, it adopts a new rule that 
every reporting or disclosure requirement be narrowly tai-
lored. See ante, at 608 (“While exacting scrutiny does not 
require that disclosure regimes be the least restrictive 
means of achieving their ends, it does require that they be 
narrowly tailored to the government's asserted interest”). 
1 
Disclosure requirements burden associational rights only 
indirectly and only in certain contexts. For that reason, this 
Court has never necessarily demanded such requirements to 
be narrowly tailored. Rather, it has reserved such auto-
matic tailoring for state action that “directly and immedi-
ately affects associational rights.” Boy Scouts of America 
v. Dale, 530 U. S. 640, 659 (2000); see also Buckley, 424 U. S., 
at 22, 25 (requiring a “closely drawn” ft for political contri-
bution limits, which directly “limit one important means of 
associating with a candidate or committee”). When it comes 
to reporting and disclosure requirements, the Court has 
instead employed a more fexible approach, which it has 
named “exacting scrutiny.” See ante, at 607–608 (opinion of 
Roberts, C. J.). 
Exacting scrutiny requires two things: frst, there must be 
“ `a “substantial relation” between the disclosure require-
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Sotomayor, J., dissenting 
ment and a “suffciently important” government interest,' ” 
and second, “ `the strength of the governmental interest 
must refect the seriousness of the actual burden on First 
Amendment rights.' ” Reed, 561 U. S., at 196. Exacting 
scrutiny thus incorporates a degree of fexibility into the 
means-end analysis. The more serious the burden on First 
Amendment rights, the more compelling the government's 
interest must be, and the tighter must be the ft between 
that interest and the government's means of pursuing it. 
By contrast, a less substantial interest and looser ft will suf-
fce where the burden on First Amendment rights is weaker 
(or nonexistent). In other words, to decide how closely tai-
lored a disclosure requirement must be, courts must ask an 
antecedent question: How much does the disclosure require-
ment actually burden the freedom to associate? 
This approach refects the longstanding principle that the 
requisite level of scrutiny should be commensurate to the 
burden a government action actually imposes on First 
Amendment rights. See, e. g., Burdick v. Takushi, 504 U. S. 
428, 434 (1992) (“[T]he rigorousness of our inquiry . . . de-
pends upon the extent to which a challenged regulation bur-
dens” First Amendment rights); Board of Trustees of State 
Univ. of N. Y . v. Fox, 492 U. S. 469, 477 (1989) (“[C]ommercial 
speech enjoys a limited measure of protection, commensu-
rate with its subordinate position in the scale of First 
Amendment values, and is [thus] subject to modes of regula-
tion that might be impermissible in the realm of noncommer-
cial expression” (internal quotation marks and alterations 
omitted)); see also Fulton v. Philadelphia, 593 U. S. 522, 543 
(2021) (Barrett, J., concurring) (noting the “nuanced” ap-
proach the Court generally takes in the “resolution of con-
ficts between generally applicable laws and . . . First 
Amendment rights”). 
Compare, for instance, the Court's approaches in Shelton 
v. Tucker and Doe v. Reed. At issue in Shelton was an 
Arkansas statute passed in 1958 that compelled all public 
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632 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Sotomayor, J., dissenting 
school teachers, as a condition of employment, to submit an-
nually a list of every organization to which they belonged 
or regularly contributed. 364 U. S., at 480–481. The Court 
held that the disclosure requirement “comprehensive[ly] in-
terfere[d] with associational freedom,” because record evi-
dence demonstrated a signifcant risk that the information 
would be publicly disclosed, and such disclosure could lead to 
public pressure on school boards “to discharge teachers who 
belong to unpopular or minority organizations.” Id., at 486– 
487, 490. Arkansas's statute did not require that the infor-
mation remain confdential; each school board was “free to 
deal with the information as it wishe[d].” Id., at 486. In-
deed, “a witness who was a member of the Capital Citizen[s'] 
Council” (an organization dedicated to resisting school inte-
gration) 
3 “testifed that his group intended to gain access” 
to the teachers' affdavits “with a view to eliminating from 
the school system persons who supported organizations un-
popular with the group.” Ibid., n. 7. Moreover, a starkly 
asymmetric power dynamic existed between teachers, who 
were “hired on a year-to-year basis,” and the hiring authori-
ties to whom their membership lists were submitted. Id., 
at 482. The Arkansas Legislature had made no secret of its 
desire for teachers' disclosures to be used for hiring and fr-
ing decisions. One year after enacting the disclosure require-
ment at issue in Shelton, the legislature enacted another pro-
vision that made it outright unlawful for state governmental 
bodies to employ members of the NAACP. Shelton v. 
McKinley, 174 F. Supp. 351, 353–354 (ED Ark. 1959). It 
is thus unsurprising that the Court found that Arkansas 
teachers would feel a “constant and heavy” pressure “to 
avoid any ties which might displease those who control [their] 
professional destin[ies].” 364 U. S., at 486; see also Keyis-
hian v. Board of Regents of Univ. of State of N. Y ., 385 U. S. 
589, 604 (1967) (“When one must guess what conduct or ut-
3 See Hagley, Massive Resistance—The Rhetoric and the Reality, 27 
N. M. L. Rev. 167, 203 (1997). 
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Sotomayor, J., dissenting 
terance may lose him his position, one necessarily will steer 
far wider of the [impermissible] zone” (internal quotation 
marks omitted)). Because Arkansas's purpose (ensuring 
teachers' ftness) was “pursued by means that broadly stife 
fundamental personal liberties,” the Court demanded that 
Arkansas “more narrowly achiev[e]” its interest. Shelton, 
364 U. S., at 488. 
Now consider this Court's approach in Reed. Reed in-
volved a facial challenge to a Washington law permitting the 
public disclosure of referendum petitions that included signa-
tories' names and addresses. 561 U. S., at 190–191. The 
Court found that Washington had a number of other mecha-
nisms in place to pursue its stated interest in preventing 
fraudulent referendum signatures. For instance, the secre-
tary of state was charged with verifying and canvassing the 
names on referendum petitions, advocates and opponents of 
a measure could observe the canvassing process, and citizens 
could challenge the secretary's actions in court. Id., at 198. 
Publicly disclosing referendum signatories was thus a mere 
backstop, giving citizens the opportunity to catch the secre-
tary's mistakes. Had Washington been required to achieve 
its interests narrowly, as in Shelton, it is unlikely the disclo-
sure requirement would have survived.
4 
In crucial contrast to Shelton, however, the Reed Court 
found “scant evidence” that disclosure exposed signatories of 
typical referendums to “threats, harassment, or reprisals 
from either Government offcials or private parties.” 561 
U. S., at 200–201 (internal quotation marks omitted). Given 
4 For instance, the Court did not ask whether the public disclosure of 
signatories' names and addresses was “in proportion to the” government's 
interest in policing fraud. Ante, at 614 (internal quotation marks omit-
ted). Nor did it feel any need to respond to the dissent's description of 
ways in which Washington's interest could be met without public disclo-
sure. Reed, 561 U. S., at 234–238 (opinion of Thomas, J.). It was enough 
that public disclosure could “help” advance electoral integrity. Id., at 198 
(majority opinion). The Court is clearly wrong to suggest it applied 
narrow tailoring in Reed. See ante, at 611. 
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634 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Sotomayor, J., dissenting 
the “modest burdens” imposed by the requirement, id., at 
201, the Court required a correspondingly modest level of 
tailoring. Under that standard, the disclosure requirement 
passed muster, and the Court refused to facially strike it 
down. 
The public disclosure regimes in both Shelton and Reed 
served important government goals. Yet the Court's as-
sessment of each differed considerably because the First 
Amendment burdens differed. This fexible approach is 
necessary because not all reporting and disclosure regimes 
burden associational rights in the same way. 
2 
The Court now departs from this nuanced approach in 
favor of a “one size fts all” test. Regardless of whether 
there is any risk of public disclosure, and no matter if the 
burdens on associational rights are slight, heavy, or nonexist-
ent, disclosure regimes must always be narrowly tailored. 
The Court searches in vain to fnd a foothold for this new 
approach in precedent. The Court frst seizes on Shelton's 
statement that a governmental interest “ `cannot be pursued 
by means that broadly stife fundamental personal liberties 
when the end can be more narrowly achieved.' ” Ante, at 
609 (quoting 364 U. S., at 488). The Court could not have 
cherry-picked a less helpful quote. By its own terms, Shel-
ton held that an end must be “more narrowly achieved” only 
if the means “broadly stife” First Amendment liberties, that 
is, only if the means impose a severe burden on associa-
tional rights.
5 
5 The Court claims that “broadly stife” refers “to the scope of chal-
lenged restrictions” rather than “the severity of any demonstrated bur-
den.” Ante, at 610. That reading ignores the verb “stife” and its object, 
“fundamental personal liberties.” The Court wishes the sentence said 
that a government interest “cannot be pursued by [broad] means.” It 
does not. 
The Court also fnds meaning in the fact that Shelton criticized Arkan-
sas's challenged disclosure regime for not being narrowly tailored. Ibid. 
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Sotomayor, J., dissenting 
In any event, the Court need not read a few isolated sen-
tences from that opinion to divine Shelton's meaning. As 
described, see Part II–B–1, supra, the Court in Shelton con-
cluded that a reasonable “fear of public disclosure” and an 
asymmetric power dynamic with hiring authorities would re-
sult in a “constant and heavy” pressure on teachers “to avoid 
any ties which might displease those who control [their] pro-
fessional destin[ies].” 364 U. S., at 486. Recall that a wit-
ness had testifed that his white supremacist organization 
would seek to obtain the identities of teachers working on 
civil rights issues in order to eradicate them from the school 
system, and that just a year after Arkansas enacted its dis-
closure law, it enacted a law prohibiting the hiring of mem-
bers of the NAACP as public school teachers. The problem 
was not the breadth of the inquiry; it was the signifcant 
risk that teachers would face serious repercussions for their 
disclosed associations.
6 
But the Shelton Court had already explained why the failure to narrowly 
tailor was problematic: because the statute signifcantly burdened Arkan-
sas teachers' associational rights. See Shelton, 364 U. S., at 485–487. In 
no way did the Court suggest that narrow tailoring was necessary in the 
absence of a signifcant burden on associational rights. 
6 The statement the Court cites from Baird v. State Bar of Ariz., 401 
U. S. 1, 6 (1971) (plurality opinion), must be read in a similar context. See 
ante, at 610. Baird involved the Arizona State Bar's requirement that 
lawyers seeking admission disclose their organizational affliations and 
face denial if they gave the wrong answers. The “state inquiries” were 
not just “[b]road and sweeping”; they were designed to identify and “pun-
is[h]” applicants who “[held] certain beliefs” or were “member[s] of a par-
ticular political organization.” 401 U. S., at 6. As the Court explained, 
“a State may not inquire about a man's views or associations solely for the 
purpose of withholding a right or beneft because of what he believes.” 
Id., at 7. The Court nowhere suggests that California will “punish” 
donors for their beliefs. That logic thus has no application here. 
The Court also draws on language from NAACP v. Button, 371 U. S. 
415 (1963). Ante, at 610. But that case did not involve a disclosure re-
quirement at all. It involved a law that made it a crime for a person to 
advise another of the infringement of her legal rights and to refer her to 
a group of attorneys, like the legal staff of the NAACP, for assistance. 
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636 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Sotomayor, J., dissenting 
The Court next looks to McCutcheon v. Federal Election 
Comm'n, 572 U. S. 185 (2014) (plurality opinion), which ad-
dressed political contribution limits, not disclosure regimes. 
It is no surprise that the Court subjected the former to nar-
row tailoring, as Buckley had already held that contribution 
limits directly “impinge on protected associational free-
doms.” 424 U. S., at 22; see also McCutcheon, 572 U. S., at 
204 (explaining that aggregate limits on contributions “di-
minish an individual's right of political association” by “limit-
[ing] the number of candidates he supports” or the amount 
of money he gives). Buckley itself distinguished the First 
Amendment burdens of disclosure requirements and contri-
bution limits. See 424 U. S., at 64 (noting that, unlike contri-
bution limits, “disclosure requirements impose no ceiling on 
campaign-related activities” and concluding only that com-
pelled disclosure “can” infringe associational rights). Ap-
parently, those distinctions no longer matter. 
Neither Shelton nor McCutcheon, then, supports the idea 
that all disclosure requirements must be narrowly tailored. 
McCutcheon arose in the context of a direct limit on associa-
tional freedoms, while the law in Shelton “broadly stife[d]” 
associational rights. Ignoring these distinctions, the Court 
decides that it will indiscriminately require narrow tailoring 
for every single disclosure regime. The Court thus trades 
precision for blunt force, creating a signifcant risk that it 
will topple disclosure regimes that should be constitutional, 
and that, as in Reed, promote important governmental 
interests. 
III 
A 
Under a First Amendment analysis that is faithful to this 
Court's precedents, California's Schedule B requirement is 
constitutional. Begin with the burden it imposes on associa-
tional rights. Petitioners have unquestionably provided evi-
dence that their donors face a reasonable probability of 
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Sotomayor, J., dissenting 
threats, harassment, and reprisals if their affliations are 
made public. See ante, at 604. California's Schedule B reg-
ulation, however, is a nonpublic reporting requirement, and 
California has implemented security measures to ensure that 
Schedule B information remains confdential.
7 
Nor have petitioners shown that their donors, or any orga-
nization's donors, will face threats, harassment, or reprisals 
if their names remain in the hands of a few California state 
offcials. The Court notes that, under Shelton, disclosure 
requirements can chill association even absent public disclo-
sure. See ante, at 616. In Shelton, however, there was a 
serious concern that hiring authorities would punish teach-
ers for their organizational affliations. See 364 U. S., at 486. 
By contrast, the Court in no way suggests that California 
offcials will use Schedule B information to retaliate against 
any organization's donors. If California's reporting require-
ment imposes any burden at all, it is at most a very slight 
one. 
B 
1 
Given the modesty of the First Amendment burden, Cali-
fornia may justify its Schedule B requirement with a corre-
spondingly modest showing that the means achieve its ends. 
7 Although in the Court's view, the actual risk of reprisals is apparently 
irrelevant, the Court notes that the District Court concluded that Califor-
nia's attorney general could not ensure the confdentiality of Schedule B 
information. See ante, at 616, n. But the Ninth Circuit held this fnding 
to be clearly erroneous because the District Court rested its conclusion 
“solely on the state's past inability to ensure confdentiality.” 903 F. 3d, 
at 1019 (internal quotation marks omitted). The District Court never ex-
plained why the current security measures were insuffcient to protect 
donors' confdentiality. As the Ninth Circuit observed, “the changes the 
Attorney General has adopted since those breaches occurred” show that 
the “risk of inadvertent disclosure of any Schedule B information in the 
future is small, and the risk of inadvertent disclosure of the plaintiffs' 
Schedule B information in particular is smaller still.” Ibid.; see also 
n. 1, supra. 
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638 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Sotomayor, J., dissenting 
See Reed, 561 U. S., at 201. California easily meets this 
standard. 
California collects Schedule Bs to facilitate supervision of 
charities that operate in the State. As the Court acknowl-
edges, this is undoubtedly a signifcant governmental inter-
est. See ante, at 612. In the United States, responsibility 
for overseeing charities has historically been vested in 
States' attorneys general, who are tasked with prosecuting 
charitable fraud, self-dealing, and misappropriation of chari-
table funds. Effective policing is critical to maintaining 
public confdence in, and continued giving to, charitable orga-
nizations. California's interest in exercising such oversight 
is especially compelling given the size of its charitable sector. 
Nearly a quarter of the country's charitable assets are held 
by charities registered in California. Brief for Scholars of 
the Law of Non-Proft Organizations as Amici Curiae 10; 
see ibid. (“As of June 2018, charities registered in California 
reported $295 billion in annual income and net assets of 
$851 billion”). 
The Schedule B reporting requirement is properly tailored 
to further California's efforts to police charitable fraud. See 
Reed, 561 U. S., at 198–199 (noting that disclosure “helps” 
combat fraud, even if it is not the least restrictive method of 
doing so). The IRS Schedule B form requires organizations 
to disclose the names and addresses of their major donors, 
the total amount of their contributions, and whether the do-
nation was cash or in-kind. See 26 CFR §§ 1.6033–2(a)(2)(ii), 
(iii). If the gift is in-kind, Schedule B requires a description 
of the property and its fair market value. 
Schedule B and other parts of Form 990 help attorneys in 
the Charitable Trusts Section of the California Department 
of Justice (Section) uncover whether an offcer or director of 
a charity is engaged in self-dealing, or whether a charity has 
diverted donors' charitable contributions for improper use. 
Appellant-Cross-Appellee's Excerpts of Record in No. 16– 
55727 etc. (CA9), pp. 575, 716–718 (16–55727 ER). It helps 
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Sotomayor, J., dissenting 
them determine whether a donor is using the charity as a 
pass-through entity, including as a source of improper loans 
that the donor repays as a contribution. Id., at 577–578, 
716–718. It helps them identify red fags, such as discrepan-
cies in reporting contributions across different schedules. 
Id., at 578–579, 716–718. And it helps them deter -
mine whether a charity has infated the value of a donor's in-
kind contribution in order, for instance, to overstate 
how effciently the charity expends resources. Id., at 721– 
727. 
As a former head of the Section described it, Schedule B 
combined with the rest of Form 990 provides “[a] roadmap 
to the rest of the investigation that follows.” Id., at 717. 
Indeed, having Schedule Bs on hand is important to attor-
neys' decisions regarding whether to advance an investiga-
tion at all. One of the frst things an auditor or lawyer does 
upon receiving a complaint is review the entire Form 990, 
including Schedule B. Id., at 969–970, 996–997, 1062–1063. 
One Section leader testifed that she used Schedule Bs “[a]ll 
the time” for this purpose. App. in No. 19–251, p. 413. 
In sum, the evidence shows that California's confdential 
reporting requirement imposes trivial burdens on petition-
ers' associational rights and plays a meaningful role in Sec-
tion attorneys' ability to identify and prosecute charities 
engaged in malfeasance. That is more than enough to sat-
isfy the First Amendment here. 
2 
Much of the Court's tailoring analysis is categorically inap-
propriate under the correct standard of review. In any 
event, the Court greatly understates the importance to Cali-
fornia of collecting information on charitable organizations' 
top donors. 
The Court claims that the collection of Schedule Bs does 
not form an “integral” part of California's fraud detection 
efforts and has never done “ `anything' ” to advance investi-
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640 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Sotomayor, J., dissenting 
gative efforts. 8 Ante, at 613. The record reveals other-
wise. As discussed, Section leaders report that they use 
Schedule Bs “[a]ll the time” and rely on them to create road-
maps for their investigations. App. in No. 19–251, at 413; 
see also 16–55727 ER, at 717. The Court further complains 
that California does not rely on Schedule Bs to “initiate” 
investigations. Ante, at 614, 618. But disclosure assists 
California in its decisions whether to advance or end an in-
vestigation. Perhaps the Court's main concern is that Cali-
fornia has not identifed enough instances in which Schedule 
B played a unique role in prosecuting charitable malfeasance. 
But “[l]ike a jigsaw puzzle,” investigations often advance 
“only by placing in the proper place the many pieces of evi-
dence that, taken singly, would show comparatively little.” 
Andresen v. Maryland, 427 U. S. 463, 481, n. 10 (1976). 
The Court next insists that California can rely on alterna-
tive mechanisms, such as audit letters or subpoenas, to ob-
tain Schedule B information. But the Section receives as 
many as 100 charity-related complaints a month. App. in 
No. 19–251, at 307. It is not feasible for the Section, which 
has limited staff and resources, to conduct that many audits. 
See Appellant-Cross-Appellee's Excerpts of Record in No. 
16–56855 etc. (CA9), pp. 512–513. The subpoena process is 
also time consuming: Letters must go through multiple lay-
ers of review and waiting for a response causes further de-
lays during which a charity can continue its malfeasance. 
App. in No. 19–251, at 412. 
Implicitly acknowledging that audits and subpoenas are 
more cumbersome and time consuming, the Court trivializes 
the State's interest in what it calls “ease of administration.” 
8 The Court goes so far as to suggest that the State does not rely on 
Schedule B collection to “prevent and police fraud” and to imply the Dis-
trict Court found the same. Ante, at 613. Yet the District Court ex-
pressly acknowledged that it did “not doubt that the Attorney General 
does in fact use the Schedule Bs it collects.” Thomas More Law Center 
v. Harris, 2016 WL 6781090, *2 (CD Cal., Nov. 16, 2016). 
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Sotomayor, J., dissenting 
Ante, at 614. Yet in various contexts, the Court has recog-
nized that an interest in “effciency” is critical to the effective 
operation of public agencies. 9 See, e. g., Bailey v. United 
States, 568 U. S. 186, 200 (2013) (“[T]he law enforcement in-
terests in conducting a safe and effcient search” justify de-
taining “occupants on the premises during the execution of 
a search warrant”); Civil Service Comm'n v. Letter Carriers, 
413 U. S. 548, 564 (1973) (seeking a constitutional balance be-
tween the interests of a government employee in comment-
ing on matters of public concern and the interest of the 
government in the effciency of the services it performs). 
In addition to being burdensome, audit letters and subpoe-
nas can also signifcantly undercut the Section's work by 
alerting an organization to the existence of an investigation, 
giving it a chance to hide assets or tamper with evidence. 
The Court dismisses this concern as unsubstantiated. Yet 
one Section head reported that this had “happened several 
times,” and another testifed to her personal experience with 
organizations “fabricat[ing]” and “destroy[ing] records” after 
being tipped off to an investigation. 16–55727 ER, at 590, 
998–999.
10 A State surely has a compelling interest in en-
suring that the subject of an investigation does not destroy 
evidence or hide funds before investigators have an opportu-
nity to fnd them. Cf. Kentucky v. King, 563 U. S. 452, 460 
(2011) (“[T]he need to prevent the imminent destruction of 
evidence has long been recognized as a suffcient justifcation 
9 Of course, an interest in effciency cannot justify constitutional viola-
tions, but it is an important governmental interest when deciding whether 
a constitutional violation has taken place at all. See Bailey v. United 
States, 568 U. S. 186, 199–200 (2013). 
10 The Court asserts that “the actions of investigators” do not “suggest 
a risk of tipping off charities” because the Section's standard practice is 
to send an audit letter early in an investigation. Ante, at 614. Where 
the Section suspects serious fraud, however, it obtains a temporary re-
straining order to freeze assets before ever contacting the charity. See 
16–55727 ER, at 591. The Section's actions thus demonstrate exactly the 
fear of tipping off charities that this Court so hastily dismisses. 
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642 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Sotomayor, J., dissenting 
for a warrantless search” (internal quotation marks omit-
ted)). The Court ignores those interests here. 
IV 
In a fnal coup de grâce, the Court concludes that Califor-
nia's reporting requirement is unconstitutional not just as 
applied to petitioners, but on its very face. “In the First 
Amendment context,” such broad relief requires proof that 
the requirement is unconstitutional in “ `a substantial num-
ber of . . . applications . . . , judged in relation to the statute's 
plainly legitimate sweep.' ” United States v. Stevens, 559 
U. S. 460, 473 (2010). “Facial challenges are disfavored for 
several reasons,” prime among them because they “often 
rest on speculation.” Washington State Grange v. Washing-
ton State Republican Party , 552 U. S. 442, 450 (2008). Spec-
ulation is all the Court has. The Court points to not a single 
piece of record evidence showing that California's reporting 
requirement will chill “a substantial number” of top donors 
from giving to their charities of choice.
11 Yet it strikes the 
requirement down in every application. 
The average donor is probably at most agnostic about hav-
ing their information confdentially reported to California's 
attorney general. A signifcant number of the charities reg-
istered in California engage in uncontroversial pursuits. 
They include hospitals and clinics; educational institutions; 
orchestras, operas, choirs, and theatrical groups; museums 
and art exhibition spaces; food banks and other organizations 
11 The Court highlights the “flings of hundreds of organizations as amici 
curiae in support of” petitioners in this suit. Ante, at 617. Those briefs, 
of course, are not record evidence. Moreover, even if those organizations 
had each provided evidence that California's reporting requirement would 
subject their top donors to harassment and reprisals (they did not), this 
still would not demonstrate that a substantial proportion of the reporting 
requirement's applications are unconstitutional when “ `judged in relation 
to [its] plainly legitimate sweep.' ” United States v. Stevens, 559 U. S. 
460, 473 (2010). Some 60,000 charities renew their registrations with Cal-
ifornia each year, and nearly all must fle a Schedule B. See ante, at 612. 
The amici are just a small fraction of the disclosure requirement's reach. 
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Cite as: 594 U. S. 595 (2021) 643 
Sotomayor, J., dissenting 
providing services to the needy, the elderly, and the disabled; 
animal shelters; and organizations that help maintain parks 
and gardens. Brief for Public Citizen et al. as Amici Curiae 
12–13. It is somewhat hard to fathom that donors to the 
Anderson Elementary School PTA, the Loomis-Eureka 
Lakeside Little League, or the Santa Barbara County Horti-
cultural Society (“[c]elebrating plants since 1880”) are less 
likely to give because their donations are confdentially 
reported to California's Charitable Trusts Section.
12 
In fact, research shows that the vast majority of donors 
prefer to publicize their charitable contributions. See Dren-
nan, Where Generosity and Pride Abide: Charitable Naming 
Rights, 80 U. Cin. L. Rev. 45, 50 (2011) (“Research reveals 
that anonymous largesse from the wealthy has become 
rare”); Posner, Altruism, Status, and Trust in the Law of 
Gifts and Gratuitous Promises, 1997 Wis. L. Rev. 567, 574, 
n. 17 (“[C]haritable gifts are rarely made anonymously”). 
One study found that anonymous gifting accounted for less 
than 1% of all donations to Yale Law School, Harvard Law 
School, and Carnegie Mellon University. Glazer & Konrad, 
A Signaling Explanation for Charity, 86 Am. Econ. Rev. 1019, 
1021 (1996). Symptomatic of this trend is the explosion in 
charitable naming rights since the mid-1990s. Drennan, 80 
U. Cin. L. Rev., at 50, 55. As one author has recounted, 
“every nook and cranny of [public] buildings” is now “tagged 
by some wealthy, generous and obviously not publicity-shy 
donor.” Isherwood, The Graffti of the Philanthropic Class, 
N. Y . Times, Dec. 2, 2007. 
Of course, it is always possible that an organization is in-
herently controversial or for an apparently innocuous organi-
zation to explode into controversy. The answer, however, is 
to ensure that confdentiality measures are sound or, in the 
case of public disclosures, to require a procedure for govern-
12 See California Dept. of Justice, Offce of Atty. Gen., Charity Registra-
tion Reports (June 15, 2021), https://oag.ca.gov/charities/reports#crr ; 
Santa Barbara County Horticultural Society (June 15, 2021), https:// 
www.sbchs.org.

644 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Sotomayor, J., dissenting 
ments to address requests for exemptions in a timely man-
ner. It is not to hamper all government law enforcement 
efforts by forbidding confdential disclosures en masse. 
Indeed, this Court has already rejected such an indiscrimi-
nate approach in the specifc context of disclosure require-
ments. Just over a decade ago, in Reed, petitioners demon-
strated that their own supporters would face reprisal if their 
opposition to expanding domestic partnership laws became 
public. That evidence did not support a facial challenge to 
Washington's public disclosure law, however, because the 
“typical referendum petitio[n] concern[ed] tax policy, reve-
nue, budget, or other state law issues,” and “there [was] no 
reason to assume that any burdens imposed by disclosure 
of typical referendum petitions would be remotely like the 
burdens plaintiffs fear in this case.” 561 U. S., at 200–201 
(internal quotation marks omitted); see also id., at 202–203 
(Alito, J., concurring) (“Many referendum petitions concern 
relatively uncontroversial matters, and plaintiffs have pro-
vided no reason to think that disclosure of signatory informa-
tion in those contexts would signifcantly chill the willing-
ness of voters to sign. Plaintiffs' facial challenge therefore 
must fail” (citation omitted)). 
So too here. Many charitable organizations “concern rela-
tively uncontroversial matters” and petitioners “have pro-
vided no reason to think that” confdential disclosure of 
donor information “would signifcantly chill the willingness 
of” most donors to give. Nor does the Court provide such 
a reason. It merely highlights threats that public disclosure 
would pose to these two petitioners' supporters. Those 
threats provide “scant evidence” of anything beyond “the 
specifc harm” that petitioners' donors might experience 
were their Schedule B information publicly disclosed. Id., 
at 200–201 (majority opinion). Petitioners' “facial challenge 
therefore must fail.” Id., at 203 (Alito , J., concurring). 
How, then, can their facial challenge succeed? Only be-
cause the Court has decided, in a radical departure from 
precedent, that there no longer need be any evidence that 
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Cite as: 594 U. S. 595 (2021) 645 
Sotomayor, J., dissenting 
a disclosure requirement is likely to cause an objective bur-
den on First Amendment rights before it can be struck 
down. 
* * * 
Today's decision discards decades of First Amendment 
jurisprudence recognizing that reporting and disclosure 
requirements do not directly burden associational rights. 
There is no other explanation for the Court's conclusion that, 
frst, plaintiffs do not need to show they are actually bur-
dened by a disclosure requirement; second, every disclosure 
requirement demands narrow tailoring; and third, a facial 
challenge can succeed in the absence of any evidence a state 
law burdens the associational rights of a substantial propor-
tion of affected individuals. 
That disclosure requirements directly burden associational 
rights has been the view of Justice Thomas, see id., at 232 
(dissenting opinion), but it has never been the view of this 
Court. Just 11 years ago, eight Members of the Court, in-
cluding two Members of the current majority, recognized 
that disclosure requirements do not directly interfere with 
First Amendment rights. See id., at 196 (majority opinion). 
In an opinion barely mentioned in today's decision, the Court 
in Reed did the opposite of what the Court does today. 
First, it demanded objective evidence that disclosure risked 
exposing supporters to threats and reprisals; second, it re-
quired only a loose means-end ft in light of the “modest” 
burden it found; and third, it rejected a facial challenge given 
petitioners' failure to establish that signatories to the “typi-
cal” referendum had any reason to fear disclosure. See id., 
at 200–201. In so doing, the Court ensured that it would 
not “short circuit the democratic process by preventing laws 
embodying the will of the people from being implemented 
in a manner consistent with the Constitution.” Washington 
State Grange , 552 U. S., at 451. 
The Court 11 years later apparently has a different view 
of its role. It now calls upon the federal courts to serve “as 
virtually continuing monitors of the wisdom and soundness 
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646 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA 
Sotomayor, J., dissenting 
of [governmental] action.” Laird, 408 U. S., at 15. There 
is no question that petitioners have shown that their donors 
reasonably fear reprisals if their identities are publicly ex-
posed. The Court and I, however, disagree about the likeli-
hood of that happening and the role Schedule Bs play in the 
investigation of charitable malfeasance. If the Court had 
simply granted as-applied relief to petitioners based on its 
reading of the facts, I would be sympathetic, although my 
own views diverge. But the Court's decision is not nearly 
so narrow or modest. Instead, the Court jettisons com-
pletely the longstanding requirement that plaintiffs demon-
strate an actual First Amendment burden before the Court 
will subject government action to close scrutiny. It then 
invalidates a regulation in its entirety, even though it can 
point to no record evidence demonstrating that the regula-
tion is likely to chill a substantial proportion of donors. 
These moves are wholly inconsistent with the Court's prece-
dents and our Court's long-held view that disclosure require-
ments only indirectly burden First Amendment rights. 
With respect, I dissent. 
Page Proof Pending Publication

Retrieval chunks

• #1

  PRELIMINARY PRINT Volume 594 U. S. Part 2 Pages 595–646 OFFICIAL REPORTS OF THE SUPREME COURT July 1, 2021 REBECCA A. WOMELDORF reporter of decisions Page Proof Pending Publication NOTICE: This preliminary print is subject to formal revision before the bound volume is published. Users are requested to notif…

• #2

  make their donors less likely to contribute and would subject them to the risk of reprisals. Both organizations challenged the constitutional- ity of the disclosure requirement on its face and as applied to them. In each case, the District Court granted preliminary injunctive relief prohibiting the Attorney Genera…

• #3

  to all but Part II–B–1, concluding that California's disclosure require- ment is facially invalid because it burdens donors' First Amendment rights and is not narrowly tailored to an important government interest. Pp. 605–607, 608–619. (a) The Court reviews the petitioners' First Amendment challenge to California…

• #4

  est is not enough to save a disclosure regime that is insuffciently tailored. Where exacting scrutiny applies, the challenged requirement must be narrowly tailored to the interest it promotes. Pp. 605–607, 608–611. (b) California's blanket demand that all charities disclose Schedule Bs to the Attorney General is f…

• #5

  gative goals, and the State's interest in administrative convenience is weak. As a result, every demand that might deter association “creates an unnecessary risk of chilling” in violation of the First Amendment. Secretary of State of Md. v. Joseph H. Munson Co., 467 U. S. 947, 968. It does not make a difference in…

• #6

  Zelidon-Zepeda, Deputy Attorney General, and Kimberly M. Castle, Associate Deputy Solicitor General.† †Briefs of amici curiae urging reversal in both cases were fled for the State of Arizona et al. by Mark Brnovich, Attorney General of Arizona, Drew C. Ensign, Deputy Solicitor General, Joseph A. Kanefeld, and Brun…

• #7

  To solicit contributions in California, charitable organiza- tions must disclose to the state Attorney General's Offce the T. Burgess; for the Free Speech Coalition et al. by William J. Olson, Jere- miah L. Morgan, Robert J. Olson, David A. Warrington, Gary G. Kreep, and Steven C. Bailey; for the Goldwater Institu…

• #8

  of Rhode Island, and Mark R. Herring of Virginia; for the California Asso- ciation of Nonprofts by Anna-Rose Mathieson; for the Campaign Legal Center et al. by Paul M. Smith, Tara Malloy, Megan P . McAllen, Stuart C. McPhail, and Adam J. Rappaport; for CharityWatch by Kathleen R. Hartnett and Adam S. Gershenson; f…

• #9

  tect the 1st et al. by Gene C. Schaerr, Erik S. Jaffe, Hannah C. Smith, and Kathryn E. Tarbert; for the Public Interest Legal Foundation et al. by J. Christian Adams, Kaylan Phillips, and Eric E. Doster; for Randy Elf by Mr. Elf, pro se; and for Congressman John Sarbanes et al. by Seth P . Waxman, Catherine M. A. …

• #10

  declined to fle their Schedule Bs (or have fled only redacted versions) with the State. For many years, the petitioners' reluctance to turn over donor information presented no problem because the Attor- Page Proof Pending Publication Cite as: 594 U. S. 595 (2021) 603 Opinion of the Court ney General was not par…

• #11

  604 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA Opinion of the Court and permanently enjoined the Attorney General from collecting their Schedule Bs. Americans for Prosperity Foundation v. Harris, 182 F. Supp. 3d 1049 (CD Cal. 2016); Thomas More Law Center v. Harris, 2016 WL 6781090 (CD Cal., Nov. 16, 2016). Ap…

• #12

  “commendable”—the court determined that “[d]onors and potential donors would be reasonably justifed in a fear of disclosure given such a context” of past breaches. 2016 WL 6781090, *5. The Ninth Circuit again vacated the District Court's injunctions, and this time reversed the judgments and re- manded for entry …

• #13

  want, see id., at 623, where individuals are punished for their political affliation, see Elrod v. Burns, 427 U. S. 347, 355 (1976) (plurality opinion), or where members of an organiza- tion are denied benefts based on the organization's message, see Healy v. James, 408 U. S. 169, 181–182 (1972). We have also not…

• #14

  rights.” Ibid. (internal quotation marks omitted). Such scrutiny, we have held, is appropriate given the “deterrent effect on the exercise of First Amendment rights” that arises as an “inevitable result of the government's conduct in re- quiring disclosure.” Buckley, 424 U. S., at 65. The Law Center (but not the …

• #15

  the Attorney General respond that exacting scrutiny de- mands no additional tailoring beyond the “substantial rela- tion” requirement noted above. We think that the answer lies between those two positions. While exacting scrutiny does not require that disclosure regimes be the least restric- tive means of achievi…

• #16

  achieve the desired objective.” Id., at 218 (internal quotation marks and alterations omitted). McCutcheon is instructive here. A substantial relation is necessary but not suffcient to ensure that the government adequately considers the potential for First Amend- ment harms before requiring that organizations rev…

• #17

  tie—social, professional, political, avocational, or religious. Many such relationships could have no possible bearing upon Page Proof Pending Publication Cite as: 594 U. S. 595 (2021) 611 Opinion of the Court the teacher's occupational competence or ftness.” Id., at 488. In other words, the law was not narrowly…

• #18

  important regulatory efforts.” Id., at 1011–1012. The court did not apply a narrow tailoring requirement, however, because it did not read our cases to mandate any such inquiry. Id., at 1008–1009. That was error. And properly applied, the narrow tailoring requirement is not satisfed by the disclosure regime. We …

• #19

  tual disputes that the District Court resolved against the Attorney General, see post, at 637–642, notwithstanding the applicable clear error standard of review, see Fed. Rule Civ. Proc. 52(a). For example, the dissent echoes the State's ar- gument that, in some cases, it relies on up-front Schedule B collection …

• #20

  year, even though that information will become relevant in only a small number of cases involving fled complaints. See id., at 307–308. California does not rely on Schedule Bs to initiate investigations, and in all events, there are multiple alternative mechanisms through which the Attorney General can obtain Sch…

• #21

  gorical—present in every case—as is the weakness of the State's interest in administrative convenience. Every de- mand that might chill association therefore fails exacting scrutiny. The Attorney General tries to downplay the burden on donors, arguing that “there is no basis on which to conclude that California'…

• #22

  public,” but it concludes that the petitioners have no cause for concern because the Attorney General “has implemented security measures to en- sure that Schedule B information remains confdential.” Post, at 636–637 (opinion of Sotomayor, J.). The District Court—whose fndings, again, we review only for clear error…

• #23

  an important government interest. See supra, at 610–611. Such a demanding showing is not required, however, where—as here—the disclosure law fails to satisfy these criteria. Finally, California's demand for Schedule Bs cannot be saved by the fact that donor information is already disclosed Page Proof Pending Pub…

• #24

  Page Proof Pending Publication Cite as: 594 U. S. 595 (2021) 619 Opinion of Thomas, J. Amendment freedoms need breathing space to survive.” Button, 371 U. S., at 433. * * * The District Court correctly entered judgment in favor of the petitioners and permanently enjoined the Attorney General from collecting th…

• #25

  protect other First Amendment rights, such as the freedom of the press. McIntyre v. Ohio Elections Comm'n, 514 U. S. 334, 361–367 (1995) (Thomas, J., concurring in judgment) (“Founding-era Americans” understood the freedom of the press to include the right of printers and publishers not to be compelled to disclos…

• #26

  which a federal court should never issue at all.” 593 U. S., at 447 (opinion of Thomas, J.). Courts cannot “strike down statutory text” or resolve the legal rights of litigants not before them. Ibid. (brackets and internal quotation marks omitted). Despite the Court's use of the term “facially unconstitu- tional…

• #27

  applies in all such cases. See ante, at 619–620 (concurring in part and concurring in judgment). I am not prepared at this time to hold that a single standard applies to all disclo- sure requirements. And I do not read our cases to have broadly resolved the question in favor of exacting scrutiny. This Court decid…

• #28

  strates no burden at all. The same scrutiny the Court ap- plied when NAACP members in the Jim Crow South did not want to disclose their membership for fear of reprisals and violence now applies equally in the case of donors only too happy to publicize their names across the websites and walls of the organizations…

• #29

  general. Cal. Govt. Code Ann. §§ 12584, 12585 (West 2018). As a condition of membership, the attorney general requires charities to submit a complete copy of Internal Revenue Service (IRS) Form 990, including Schedule B, on which Page Proof Pending Publication Cite as: 594 U. S. 595 (2021) 625 Sotomayor, J., dis…

• #30

  Schedule B information that may be inadvertently uploaded. See Ameri- cans for Prosperity Foundation v. Becerra, 903 F. 3d 1000, 1018 (CA9 2018). Page Proof Pending Publication 626 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA Sotomayor, J., dissenting ties to California's attorney general's offce in light of the…

• #31

  disclosure requirements across the board, even if there is no evidence that they burden anyone at all. A Before today, to demonstrate that a reporting or disclosure requirement would chill association, litigants had to show “a reasonable probability that the compelled disclosure of . . . contributors' names will…

• #32

  nomic reprisal, loss of employment, threat of physical coer- cion, and other manifestations of public hostility”); Bates, 361 U. S., at 523–524 (compelled disclosure of NAACP member- ship “would work a signifcant interference with the freedom of association” based on “uncontroverted evidence” that past identifcat…

• #33

  At best, then, a subjective preference for privacy, which previously did not confer standing, now subjects disclosure requirements to close scrutiny. Of course, all disclosure re- quires some loss of anonymity, and courts can always imag- ine that someone might, for some reason, prefer to keep their donations und…

• #34

  matic tailoring for state action that “directly and immedi- ately affects associational rights.” Boy Scouts of America v. Dale, 530 U. S. 640, 659 (2000); see also Buckley, 424 U. S., at 22, 25 (requiring a “closely drawn” ft for political contri- bution limits, which directly “limit one important means of associ…

• #35

  (2021) (Barrett, J., concurring) (noting the “nuanced” ap- proach the Court generally takes in the “resolution of con- ficts between generally applicable laws and . . . First Amendment rights”). Compare, for instance, the Court's approaches in Shelton v. Tucker and Doe v. Reed. At issue in Shelton was an Arkansa…

• #36

  589, 604 (1967) (“When one must guess what conduct or ut- 3 See Hagley, Massive Resistance—The Rhetoric and the Reality, 27 N. M. L. Rev. 167, 203 (1997). Page Proof Pending Publication Cite as: 594 U. S. 595 (2021) 633 Sotomayor, J., dissenting terance may lose him his position, one necessarily will steer far …

• #37

  narrow tailoring in Reed. See ante, at 611. Page Proof Pending Publication 634 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA Sotomayor, J., dissenting the “modest burdens” imposed by the requirement, id., at 201, the Court required a correspondingly modest level of tailoring. Under that standard, the disclosure r…

• #38

  asymmetric power dynamic with hiring authorities would re- sult in a “constant and heavy” pressure on teachers “to avoid any ties which might displease those who control [their] pro- fessional destin[ies].” 364 U. S., at 486. Recall that a wit- ness had testifed that his white supremacist organization would seek …

• #39

  The Court next looks to McCutcheon v. Federal Election Comm'n, 572 U. S. 185 (2014) (plurality opinion), which ad- dressed political contribution limits, not disclosure regimes. It is no surprise that the Court subjected the former to nar- row tailoring, as Buckley had already held that contribution limits direct…

• #40

  if their names remain in the hands of a few California state offcials. The Court notes that, under Shelton, disclosure requirements can chill association even absent public disclo- sure. See ante, at 616. In Shelton, however, there was a serious concern that hiring authorities would punish teach- ers for their or…

• #41

  public confdence in, and continued giving to, charitable orga- nizations. California's interest in exercising such oversight is especially compelling given the size of its charitable sector. Nearly a quarter of the country's charitable assets are held by charities registered in California. Brief for Scholars of t…

• #42

  tion at all. One of the frst things an auditor or lawyer does upon receiving a complaint is review the entire Form 990, including Schedule B. Id., at 969–970, 996–997, 1062–1063. One Section leader testifed that she used Schedule Bs “[a]ll the time” for this purpose. App. in No. 19–251, p. 413. In sum, the eviden…

• #43

  See Appellant-Cross-Appellee's Excerpts of Record in No. 16–56855 etc. (CA9), pp. 512–513. The subpoena process is also time consuming: Letters must go through multiple lay- ers of review and waiting for a response causes further de- lays during which a charity can continue its malfeasance. App. in No. 19–251, at…

• #44

  (2011) (“[T]he need to prevent the imminent destruction of evidence has long been recognized as a suffcient justifcation 9 Of course, an interest in effciency cannot justify constitutional viola- tions, but it is an important governmental interest when deciding whether a constitutional violation has taken place at…

• #45

  and art exhibition spaces; food banks and other organizations 11 The Court highlights the “flings of hundreds of organizations as amici curiae in support of” petitioners in this suit. Ante, at 617. Those briefs, of course, are not record evidence. Moreover, even if those organizations had each provided evidence th…

• #46

  by some wealthy, generous and obviously not publicity-shy donor.” Isherwood, The Graffti of the Philanthropic Class, N. Y . Times, Dec. 2, 2007. Of course, it is always possible that an organization is in- herently controversial or for an apparently innocuous organi- zation to explode into controversy. The answer…

• #47

  threats provide “scant evidence” of anything beyond “the specifc harm” that petitioners' donors might experience were their Schedule B information publicly disclosed. Id., at 200–201 (majority opinion). Petitioners' “facial challenge therefore must fail.” Id., at 203 (Alito , J., concurring). How, then, can their…

• #48

  The Court 11 years later apparently has a different view of its role. It now calls upon the federal courts to serve “as virtually continuing monitors of the wisdom and soundness Page Proof Pending Publication 646 AMERICANS FOR PROSPERITY FOUNDATION v. BONTA Sotomayor, J., dissenting of [governmental] action.” La…