Enhancing Multi-Class Share Disclosures Act

Bill: 115-hr-6322
Sponsor: full_name: Rep. Meeks, Gregory W. [D-NY-5]
Introduced: 2018-07-10
Policy area: Finance and Financial Sector
Subjects: Banking and financial institutions regulation

Corporate finance and management

Financial services and investments

Securities
Latest action: action_date: 2018-07-31
text: Placed on the Union Calendar, Calendar No. 677.

Summaries:
action_date: 2018-07-10
action_desc: Introduced in House
text: <p><b>Enhancing Multi-Class Stock Disclosures Act</b></p> <p>This bill amends the Securities Exchange Act of 1934 to require an issuer with a multi-class stock structure to make disclosures in its proxy or consent solicitation materials regarding the equity interest and voting power of specified persons. </p>

action_date: 2018-07-31
action_desc: Reported to House with amendment(s)
text: <p><b>Enhancing Multi-Class Share Disclosures Act</b></p> <p>This bill amends the Securities Exchange Act of 1934 to require an issuer with a multi-class share structure to disclose certain information regarding the voting power of specified persons.</p>

tv_txt: I 115th CONGRESS 2d Session H. R. 6322 IN THE HOUSE OF REPRESENTATIVES July 10, 2018 Mr. Meeks introduced the following bill; which was referred to the Committee on Financial Services A BILL To amend the Securities Exchange Act of 1934 to require issuers with a multi-class stock structure to make certain disclosures in any proxy or consent solicitation material, and for other purposes.

1. Short title This Act may be cited as the Enhancing Multi-Class Stock Disclosures Act . 2. Reporting on certain issuers Section 14 of the Securities Exchange Act of 1934 ( 15 U.S.C. 78n ) is amended by adding at the end the following: (k) Disclosure for issuers with multi-Class stock structure (1) Disclosure The Commission shall, by rule, require each issuer with a multi-class stock structure to disclose the information described in paragraph (2) in any proxy or consent solicitation material for an annual meeting of the shareholders of the issuer. (2) Content A disclosure made under paragraph (1) shall include, with respect to each person who is a director or executive officer of the issuer or who, directly or indirectly, holds 5 percent or more of the total combined voting power of all classes of stock entitled to vote in the election of directors— (A) the amount of equity interest directly or indirectly owned by such person, expressed as a percentage of the total value of the outstanding equity securities of the issuer; and (B) the amount of voting power held by such person, expressed as a percentage of the total combined voting power of all classes of the securities of the issuer entitled to vote in the election of directors. (3) multi-class stock structure In this subsection, the term multi-class stock structure means a capitalization structure that contains 2 or more classes of stock that have different amounts of voting power. .

tv_txt: IB Union Calendar No. 677 115th CONGRESS 2d Session H. R. 6322 [Report No. 115–879] IN THE HOUSE OF REPRESENTATIVES July 10, 2018 Mr. Meeks introduced the following bill; which was referred to the Committee on Financial Services July 31, 2018 Reported with an amendment, committed to the Committee of the Whole House on the State of the Union, and ordered to be printed Strike out all after the enacting clause and insert the part printed in italic For text of introduced bill, see copy of bill as introduced on July 10, 2018 A BILL To amend the Securities Exchange Act of 1934 to require issuers with a multi-class stock structure to make certain disclosures in any proxy or consent solicitation material, and for other purposes.

1. Short title This Act may be cited as the Enhancing Multi-Class Share Disclosures Act . 2. Disclosure Relating to Multi-Class Share Structures Section 14 of the Securities Exchange Act of 1934 ( 15 U.S.C. 78n ) is amended by adding at the end the following: (k) Disclosure for issuers with multi-class share structures (1) Disclosure The Commission shall, by rule, require each issuer with a multi-class share structure to disclose the information described in paragraph (2) in any proxy or consent solicitation material for an annual meeting of the shareholders of the issuer, or any other filing as the Commission determines appropriate. (2) Content A disclosure made under paragraph (1) shall include, with respect to each person who is a director, director nominee, or named executive officer of the issuer, or who is the beneficial owner of securities with 5 percent or more of the total combined voting power of all classes of securities entitled to vote in the election of directors— (A) the number of shares of all classes of securities entitled to vote in the election of directors beneficially owned by such person, expressed as a percentage of the total number of the outstanding securities of the issuer entitled to vote in the election of directors; and (B) the amount of voting power held by such person, expressed as a percentage of the total combined voting power of all classes of the securities of the issuer entitled to vote in the election of directors. (3) Multi-class share structure In this subsection, the term multi-class share structure means a capitalization structure that contains 2 or more classes of securities that have differing amounts of voting rights in the election of directors. .

July 31, 2018 Reported with an amendment, committed to the Committee of the Whole House on the State of the Union, and ordered to be printed