S. 1074 · 111th Congress
Shareholder Bill of Rights Act of 2009
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Never voted on. It didn't reach a floor vote before the 111th Congress ended, so it expired. A bill has to be introduced again to be considered in a new Congress.
D
SchumerSponsor1 cosponsor · 1 D
1 signed on when it was introduced; the rest joined later. Cosponsors who withdrew aren't shown.
Shareholder Bill of Rights Act of 2009 - Amends the Securities Exchange Act of 1934 to require any proxy or consent or authorization for an annual or other meeting for which the proxy solicitation rules of the Securities Exchange Commission (SEC) require shareholder compensation disclosure to include a separate resolution subject to shareholder vote to…
What it does: CRS summary · Introduced in Senate · May 19, 2009
Shareholder Bill of Rights Act of 2009 - Amends the Securities Exchange Act of 1934 to require any proxy or consent or authorization for an annual or other meeting for which the proxy solicitation rules of the Securities Exchange Commission (SEC) require shareholder compensation disclosure to include a separate resolution subject to shareholder vote to approve the compensation of executives.
Requires any person making a proxy solicitation concerning an acquisition, merger, consolidation, or proposed sale or other disposition of substantially all of the assets of an issuer (transaction) to disclose in the proxy solicitation material, in a clear and simple form, any agreements or understandings of that person with any of the issuer's principal executive officers concerning any type of (golden parachute) compensation based on or otherwise related to the transaction that have not been subject to a shareholder vote.
Requires the proxy solicitation material for a golden parachute to require a separate shareholder vote to approve it.
Directs the SEC to establish rules for the use by shareholders of issuer proxy solicitation materials for the purpose of nominating individuals to membership on the issuer's board of directors. Prohibits such rules from providing for such use, however, unless the shareholder, or a group of shareholders acting by agreement, has beneficially owned, directly or indirectly, an aggregate of at least 1% of the issuer's voting securities for at least the two-year period preceding the date of the issuer's next scheduled annual meeting.
Requires the SEC to direct the national securities exchanges and national securities associations to prohibit the listing of any security of an issuer that is not in compliance with any specified requirements pertaining to director independence, mandatory annual elections, SEC rules on elections, and mandatory establishment of a risk committee to establish and evaluate the issuer's risk management practices.
Written by the nonpartisan Congressional Research Service. All summary versions on Congress.gov
About this bill and sources
Official title: Shareholder Bill of Rights Act of 2009
Latest action (May 19, 2009): Read twice and referred to the Committee on Banking, Housing, and Urban Affairs.
Policy area: Finance and Financial Sector · Origin: Senate · Introduced: May 19, 2009
Official page on Congress.gov · Bill text (GovInfo) · Status record (XML)
No recorded floor vote found.