Summary: H.R.1396 — 101st Congress (1989-1990)All Information (Except Text)

Bill summaries are authored by CRS.

Shown Here:
Conference report filed in House (10/23/1990)

Securities Acts Amendments of 1990 - Title I: Authorization - Securities and Exchange Commission Authorization Act of 1990 - Amends the Securities Exchange Act of 1934 to authorize appropriations to the Securities and Exchange Commission (SEC) for FY 1990 and 1991. Authorizes the SEC to lease real property for office purposes. Exempts such leasing activity from General Services Administration space management regulations or directives.

Title II: International Securities Law Enforcement - International Securities Enforcement Cooperation Act of 1990 - Amends the Securities Exchange Act of 1934 to authorize the SEC to provide record information to both foreign and domestic persons if the recipient provides appropriate assurances of confidentiality.

Declares that the SEC shall not be compelled to disclose records obtained from a foreign securities authority which has represented that their public disclosure would violate the laws applicable to that authority.

Amends the Securities Exchange Act of 1934 and the Investment Company Act of 1940 to authorize the SEC to restrict the activities of brokers, dealers, investment advisers (and associated persons) who have violated foreign securities laws.

Extends the definition of statutory disqualification to include foreign violations (thus bringing violators of foreign laws under the same umbrella of restrictions as violators of U.S. law). Amends the Securities Exchange Act of 1934 to authorize the SEC to accept payment and reimbursement from a foreign securities authority for expenses incurred in providing assistance to such authority.

Title III: Shareholder Communications - Shareholder Communications Improvement Act of 1990 - Amends the Securities Exchange Act of 1934 to include within the purview of SEC proxy regulations any security issued by an investment company registered under the Investment Company Act of 1940.

Title IV: Trust Indenture Act of 1939 - Trust Indenture Reform Act of 1990 - Amends the Trust Indenture Act of 1939 to authorize the SEC to grant exemptions under the Act. Provides that the SEC shall not be required to issue an order refusing registration, for failure to designate an eligible trustee, of an indentured security which is to be transacted on a delayed basis, and whose designated trustee is ineligible to act, if the securities issuer files an application to determine such trustee's eligibility. Requires the SEC to issue such an order if a trustee is found ineligible, but only after notice and opportunity for a hearing. Authorizes the SEC to permit a person doing business under the laws of a foreign government to act as sole trustee if it exercises corporate trust powers and is subject to foreign authority and supervision substantially equivalent to that applicable to United States institutional trustees.

Prohibits an obligor (or any persons controlling, controlled by, or under common control with such obligor) from serving as trustee upon indentured securities.

Revises the guidelines for disqualification of an indentured securities trustee to State that an indenture trustee shall be deemed to have a conflicting interest if: (1) the indenture securities are in default; and (2) the trustee becomes a creditor of the obligor. Declares that an indenture trustee shall not be required to resign if it has sustained the burden of proving that an indenture default may be cured or waived during a reasonable period and its stay of resignation will not injure the interests of holders of the indenture securities. Provides that an indenture trustee resignation shall become effective only upon the appointment of a successor trustee and such successor's acceptance.

Revises guidelines regarding the preferential collections of claims against an obligor to provide that in any case commenced under the Bankruptcy Act of July 1, 1898, all references to periods of three months shall be deemed to be references to periods of four months.

Revises guidelines for reports by an indenture trustee to provide that such reports shall include any change to: (1) indenture eligibility and qualifications; (2) property and funds physically in the possession of the trustee; (3) any release or substitution of property subject to indenture lien; and (4) specified indenture relationships.

Requires an indenture obligor to furnish annually to the indenture trustee certification from certain principals regarding the obligor's compliance with indenture terms.

Provides that the indenture to be qualified shall automatically be deemed to provide: (1) that fair market value property certification may be made by an officer or employee of the obligor; and (2) specified duties and responsibilities of the indenture trustee.

Authorizes the indenture obligor to set a record date for purposes of determining the identity of indenture security holders entitled to vote or consent to certain actions.

Declares that statutorily prescribed indenture duties imposed on any person: (1) shall be deemed to retroactively and prospectively govern each qualified indenture; and (2) shall be deemed to retroactively amend and supersede inconsistent provisions in previously qualified indentures.