Shareholder Protection Act of 2010

Summary

Shareholder Protection Act of 2010 - Amends the Securities Exchange Act of 1934 to require that any solicitation of a proxy, consent, or authorization with respect to any security of an issuer: (1) describe the specific nature and total amount of expenditures proposed for political activities for the forthcoming fiscal year; and (2) provide for a separate shareholder vote to authorize such proposed expenditures. Prohibits an issuer from making an expenditure for political activities in any fiscal year unless: (1) such expenditure is of the nature of those proposed by the issuer according to the requirements of this Act; and (2) authorization for such expenditure has been granted by votes representing a majority of outstanding shares. Deems a violation of this requirement to be a breach of the fiduciary duty of the officers and directors who authorized such expenditure. Subjects officers and directors who authorize the expenditure without prior shareholder authorization to joint and several liability to any shareholder or class of shareholders for the amount of such expenditure. Requires certain institutional investment managers to disclose annually in mandatory reports how they voted (proxies) in certain shareholder votes. Prohibits any person from bringing any civil, criminal, or administrative action against an institutional investment manager, or any of its employees, officers, or directors, based solely upon the investment manager's decision to divest from, or not to invest in, securities of an issuer because of expenditures for political activities made by that issuer. Requires the Securities and Exchange Commission (SEC) to direct the national securities exchanges and national securities associations to prohibit the listing of any equity security of an issuer whose corporate bylaws do not expressly provide for a vote of the issuer's directors on any individual expenditure for political activities in excess of $50,000. Requires an issuer to make public, within 48 hours, the individual votes of the directors regarding any such expenditure. Directs the SEC to: (1) require issuers to disclose expenditures for political activities made during the preceding quarter and the individual votes by board members authorizing such expenditures; and (2) make such reports publicly available through the SEC website. Requires the Comptroller General to make annual studies of: (1) the compliance by public corporations and their management with the requirements of this Act; and (2) the effectiveness of SEC oversight of its reporting and disclosure requirements.

This text is taken from the official record. PoliticalRepo does not editorialize.

Timeline

No timeline events have been ingested for this record yet.

Votes

No vote records are attached yet.

Versions

No version snapshots stored. Document URLs remain at the source.

Documents

6 official files

• Reported in House (text)

  Reported in House · EN · 22 September 2010

  ViewDownloadOpen at official source

• Reported in House (PDF)

  Reported in House · EN · 22 September 2010

  ViewDownloadOpen at official source

• Reported to House amended, Part I

  summary · EN · 22 September 2010

  Open at official source

• Introduced in House (text)

  Introduced in House · EN · 9 March 2010

  ViewDownloadOpen at official source

• Introduced in House (PDF)

  Introduced in House · EN · 9 March 2010

  ViewDownloadOpen at official source

• Introduced in House

  summary · EN · 9 March 2010

  Open at official source

Sponsors

No sponsors or actors listed by the source.

Related records

No cross-record relationships stored yet.