H.R.3269 - Corporate and Financial Institution Compensation Fairness Act of 2009

To amend the Securities Exchange Act of 1934 to provide shareholders with an advisory vote on executive compensation and to prevent perverse incentives in the compensation practices of financial institutions. view all titles (4)

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All Bill Titles

  • Short: Corporate and Financial Institution Compensation Fairness Act of 2009 as introduced.
  • Official: To amend the Securities Exchange Act of 1934 to provide shareholders with an advisory vote on executive compensation and to prevent perverse incentives in the compensation practices of financial institutions. as introduced.
  • Short: Corporate and Financial Institution Compensation Fairness Act of 2009 as reported to house.
  • Short: Corporate and Financial Institution Compensation Fairness Act of 2009 as passed house.

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Bill's Views

  • Today: 4
  • Past Seven Days: 41
  • All-Time: 6,192
 
Introduced
 
House
Passed
 
Senate
Passes
 
President
Signs
 

 
07/20/09
 
07/31/09
 
 
 
 
 

Official Bill Text Comment on about 17 Pages
 

Latest Vote

Result: Passed - July 31, 2009

Roll call number 686 in the House

Question: On Passage: H R 3269 Corporate and Financial Institution Compensation Fairness Act

Required percentage of 'Aye' votes: 1/2 (50%)
Percentage of 'aye' votes: 54%
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Democrats Voting 'Aye'

Neil Abercrombie
Rep. Gary Ackerman [D, NY-5]
John Adler
Rep. Jason Altmire [D, PA-4]
Rep. Robert Andrews [D, NJ-1]
Michael Arcuri
Rep. Joe Baca [D, CA-43]
Brian Baird
Rep. Tammy Baldwin [D, WI-2]
Rep. John Barrow [D, GA-12]
Melissa Bean
Rep. Xavier Becerra [D, CA-31]
Rep. Shelley Berkley [D, NV-1]
Rep. Howard Berman [D, CA-28]
Rep. Timothy Bishop [D, NY-1]
Rep. Sanford Bishop [D, GA-2]
Rep. Earl Blumenauer [D, OR-3]
John Boccieri
Rep. Leonard Boswell [D, IA-3]
Frederick Boucher
Rep. Robert Brady [D, PA-1]
Rep. Bruce Braley [D, IA-1]
Rep. Corrine Brown [D, FL-3]
Rep. George Butterfield [D, NC-1]
Rep. Lois Capps [D, CA-23]
Rep. Michael Capuano [D, MA-8]
Rep. Dennis Cardoza [D, CA-18]
Rep. Russ Carnahan [D, MO-3]
Christopher Carney
Rep. André Carson [D, IN-7]
Rep. Kathy Castor [D, FL-11]
Rep. Ben Chandler [D, KY-6]
Travis Childers
Rep. Judy Chu [D, CA-32]
Rep. Yvette Clarke [D, NY-11]
Rep. William Clay [D, MO-1]
Rep. Emanuel Cleaver [D, MO-5]
Rep. James Clyburn [D, SC-6]
Rep. Steve Cohen [D, TN-9]
Rep. Gerald Connolly [D, VA-11]
Rep. John Conyers [D, MI-14]
Rep. Jim Cooper [D, TN-5]
Rep. Jim Costa [D, CA-20]
Rep. Jerry Costello [D, IL-12]
Rep. Joe Courtney [D, CT-2]
Rep. Joseph Crowley [D, NY-7]
Rep. Elijah Cummings [D, MD-7]
Kathleen Dahlkemper
Artur Davis
Rep. Susan Davis [D, CA-53]
Rep. Danny Davis [D, IL-7]
Lincoln Davis
Rep. Peter DeFazio [D, OR-4]
Rep. Diana DeGette [D, CO-1]
William Delahunt
Rep. Rosa DeLauro [D, CT-3]
Rep. Norman Dicks [D, WA-6]
Rep. John Dingell [D, MI-15]
Rep. Lloyd Doggett [D, TX-25]
Rep. Joe Donnelly [D, IN-2]
Rep. Michael Doyle [D, PA-14]
Steve Driehaus
Rep. Donna Edwards [D, MD-4]
Thomas Edwards
Rep. Keith Ellison [D, MN-5]
Brad Ellsworth
Rep. Eliot Engel [D, NY-17]
Rep. Anna Eshoo [D, CA-14]
Bob Etheridge
Rep. Sam Farr [D, CA-17]
Rep. Chaka Fattah [D, PA-2]
Rep. Bob Filner [D, CA-51]
Bill Foster
Rep. Barney Frank [D, MA-4]
Rep. Marcia Fudge [D, OH-11]
Rep. Gabrielle Giffords [D, AZ-8]
Rep. Charles Gonzalez [D, TX-20]
Barton Gordon
Alan Grayson
Rep. Raymond Green [D, TX-29]
Rep. Al Green [D, TX-9]
Rep. Luis Gutiérrez [D, IL-4]
John Hall
Phil Hare
Rep. Jane Harman [D, CA-36]
Rep. Alcee Hastings [D, FL-23]
Rep. Martin Heinrich [D, NM-1]
Stephanie Herseth Sandlin
Rep. Brian Higgins [D, NY-27]
Baron Hill
Rep. James Himes [D, CT-4]
Rep. Maurice Hinchey [D, NY-22]
Rep. Rubén Hinojosa [D, TX-15]
Rep. Mazie Hirono [D, HI-2]
Paul Hodes
Rep. Tim Holden [D, PA-17]
Rep. Rush Holt [D, NJ-12]
Rep. Michael Honda [D, CA-15]
Rep. Steny Hoyer [D, MD-5]
Rep. Jay Inslee [D, WA-1]
Rep. Steve Israel [D, NY-2]
Rep. Jesse Jackson [D, IL-2]
Rep. Sheila Jackson-Lee [D, TX-18]
Rep. Henry Johnson [D, GA-4]
Rep. Eddie Johnson [D, TX-30]
Steve Kagen
Paul Kanjorski
Rep. Marcy Kaptur [D, OH-9]
Patrick Kennedy
Rep. Dale Kildee [D, MI-5]
Carolyn Kilpatrick
Mary Jo Kilroy
Rep. Ronald Kind [D, WI-3]
Rep. Larry Kissell [D, NC-8]
Ron Klein
Suzanne Kosmas
Rep. Dennis Kucinich [D, OH-10]
Rep. James Langevin [D, RI-2]
Rep. Rick Larsen [D, WA-2]
Rep. John Larson [D, CT-1]
Rep. Barbara Lee [D, CA-9]
Rep. Sander Levin [D, MI-12]
Rep. John Lewis [D, GA-5]
Rep. Daniel Lipinski [D, IL-3]
Rep. David Loebsack [D, IA-2]
Rep. Zoe Lofgren [D, CA-16]
Rep. Nita Lowey [D, NY-18]
Rep. Ben Luján [D, NM-3]
Rep. Stephen Lynch [D, MA-9]
Daniel Maffei
Rep. Carolyn Maloney [D, NY-14]
James Marshall
Eric Massa
Rep. Jim Matheson [D, UT-2]
Rep. Doris Matsui [D, CA-5]
Rep. Betty McCollum [D, MN-4]
Rep. James McDermott [D, WA-7]
Rep. James McGovern [D, MA-3]
Rep. Mike McIntyre [D, NC-7]
Rep. Jerry McNerney [D, CA-11]
Kendrick Meek
Rep. Gregory Meeks [D, NY-6]
Charles Melancon
Rep. Michael Michaud [D, ME-2]
Rep. George Miller [D, CA-7]
Rep. Bradley Miller [D, NC-13]
Walter Minnick
Alan Mollohan
Dennis Moore
Rep. Gwen Moore [D, WI-4]
Rep. James Moran [D, VA-8]
Scott Murphy
Rep. Christopher Murphy [D, CT-5]
Patrick Murphy
John Murtha
Rep. Jerrold Nadler [D, NY-8]
Rep. Grace Napolitano [D, CA-38]
Rep. Richard Neal [D, MA-2]
James Oberstar
David Obey
Rep. John Olver [D, MA-1]
Solomon Ortiz
Rep. Frank Pallone [D, NJ-6]
Rep. William Pascrell [D, NJ-8]
Rep. Edward Pastor [D, AZ-4]
Rep. Donald Payne [D, NJ-10]
Rep. Ed Perlmutter [D, CO-7]
Thomas Perriello
Rep. Gary Peters [D, MI-9]
Rep. Collin Peterson [D, MN-7]
Rep. Chellie Pingree [D, ME-1]
Rep. Jared Polis [D, CO-2]
Earl Pomeroy
Rep. David Price [D, NC-4]
Rep. Mike Quigley [D, IL-5]
Rep. Nick Rahall [D, WV-3]
Rep. Charles Rangel [D, NY-15]
Rep. Silvestre Reyes [D, TX-16]
Rep. Laura Richardson [D, CA-37]
Ciro Rodriguez
Rep. Steven Rothman [D, NJ-9]
Rep. Lucille Roybal-Allard [D, CA-34]
Rep. Dutch Ruppersberger [D, MD-2]
Rep. Bobby Rush [D, IL-1]
Rep. Timothy Ryan [D, OH-17]
Rep. Loretta Sanchez [D, CA-47]
Rep. Linda Sánchez [D, CA-39]
Rep. John Sarbanes [D, MD-3]
Rep. Janice Schakowsky [D, IL-9]
Mark Schauer
Rep. Adam Schiff [D, CA-29]
Rep. Kurt Schrader [D, OR-5]
Rep. Allyson Schwartz [D, PA-13]
Rep. Robert Scott [D, VA-3]
Rep. David Scott [D, GA-13]
Rep. José Serrano [D, NY-16]
Joe Sestak
Carol Shea-Porter
Rep. Brad Sherman [D, CA-27]
Rep. Heath Shuler [D, NC-11]
Rep. Albio Sires [D, NJ-13]
Ike Skelton
Rep. Louise Slaughter [D, NY-28]
Rep. Adam Smith [D, WA-9]
Zachary Space
Rep. Jackie Speier [D, CA-12]
John Spratt
Rep. Fortney Stark [D, CA-13]
Bart Stupak
Rep. Betty Sutton [D, OH-13]
John Tanner
Gene Taylor
Rep. Bennie Thompson [D, MS-2]
Rep. Michael Thompson [D, CA-1]
Rep. John Tierney [D, MA-6]
Dina Titus
Rep. Paul Tonko [D, NY-21]
Rep. Edolphus Towns [D, NY-10]
Rep. Niki Tsongas [D, MA-5]
Rep. Christopher Van Hollen [D, MD-8]
Rep. Nydia Velázquez [D, NY-12]
Rep. Peter Visclosky [D, IN-1]
Rep. Timothy Walz [D, MN-1]
Rep. Debbie Wasserman Schultz [D, FL-20]
Rep. Maxine Waters [D, CA-35]
Diane Watson
Rep. Melvin Watt [D, NC-12]
Rep. Henry Waxman [D, CA-30]
Rep. Anthony Weiner [D, NY-9]
Rep. Peter Welch [D, VT-0]
Robert Wexler
Charles Wilson
Rep. Lynn Woolsey [D, CA-6]
Rep. David Wu [D, OR-1]
Rep. John Yarmuth [D, KY-3]
Close

Others Voting 'Aye'

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Others Voting 'Abstain'

 

Official Summary

7/31/2009--Passed House amended. Corporate and Financial Institution Compensation Fairness Act of 2009 - (Sec. 2) Amends the Securities Exchange Act of 1934 to require that any proxy or consent or authorization for an annual shareholders meeting provide for a separate shareholder vote to a
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Official Summary

7/31/2009--Passed House amended. Corporate and Financial Institution Compensation Fairness Act of 2009 -

(Sec. 2)

Amends the Securities Exchange Act of 1934 to require that any proxy or consent or authorization for an annual shareholders meeting provide for a separate shareholder vote to approve executive compensation for named executive officers as disclosed pursuant to rules of the Securities and Exchange Commission (SEC). States that the shareholder vote shall not be:
(1) binding on the corporation or the board of directors;
(2) construed as overruling a board decision, or as creating or implying any additional fiduciary duty by the board; or
(3) construed as restricting or limiting shareholder ability to place executive compensation proposals within proxy materials. Requires solicitations that seek shareholder approval of an acquisition, merger, consolidation, or proposed sale or other disposition of assets to disclose clearly and simply in the proxy or consent solicitation material any agreements or understandings with named executive officers of the disposing or the acquiring issuer concerning (golden parachute) compensation (present, deferred, or contingent) that is based upon or relates to such asset disposition, including the aggregate total compensation to or on behalf of such executive officer. Requires separate shareholder approval of such golden parachute agreements or understandings and compensation, as disclosed, unless already subject to a shareholder vote at an annual shareholders meeting. States that a separate shareholder vote on golden parachute compensation shall not be:
(1) binding on the issuer or its board of directors or the person making the solicitation; or
(2) construed as overruling a decision by such person or issuer, or as creating or implying any additional fiduciary duty by any such person or issuer. Requires certain institutional investment managers to report annually how they voted on any shareholder vote. Authorizes the SEC, after taking into account the potential impact on smaller reporting issuers, to exempt certain categories of issuers from the requirements of this Act.

(Sec. 3)

Directs the SEC to direct the national securities exchanges and national securities associations to prohibit the listing of any class of equity security of an issuer that does not comply with specified requirements for compensation committees (or equivalent bodies) established by and amongst an issuer's board of directors for the purpose of determining and approving the compensation arrangements for the issuer's executive officers. Requires each member of the compensation committee of the issuer's board of directors to be independent. Prohibits any compensation committee member from accepting any consulting, advisory, or other compensatory fee from the issuer. Allows for SEC exemptions from such requirements for particular relationships. Requires a compensation consultant, legal counsel, or other adviser to an issuer's compensation committee to meet SEC independence standards. Grants the compensation committee of each issuer discretionary authority to retain and obtain the advice of a compensation consultant meeting SEC independence standards. Requires any proxy or consent solicitation material for an annual shareholder meeting to disclose whether the issuer's compensation committee retained and obtained the advice of an independent compensation consultant. Authorizes a compensation committee to retain and obtain the advice of independent counsel and other independent advisers. Directs the SEC to study and report to Congress on the use of independent compensation consultants.

(Sec. 4)

Directs federal regulators to prescribe jointly regulations requiring each covered financial institution to disclose the structures of all incentive-based compensation arrangements sufficient to determine whether the compensation structure:
(1) is aligned with sound risk management;
(2) is structured to account for the time horizon of risks; and
(3) meets other criteria appropriate to reduce unreasonable incentives offered by such institutions for employees to take undue risks. Requires such regulators to prescribe jointly regulations that prohibit any compensation structure or incentive-based payment arrangement that encourages inappropriate risks by financial institutions that could:
(1) threaten the safety and soundness of covered financial institutions; or
(2) present serious adverse effects upon economic conditions or financial stability. Exempts covered financial institutions with assets of less than $1 billion from these compensation arrangement disclosure requirements. Prohibits any such regulation from requiring the recovery (clawback) of incentive-based compensation under compensation arrangements in effect on the date of enactment of this Act if such an agreement is for a period of no more than 24 months. Declares that this Act shall neither prevent nor limit the recovery of incentive-based compensation under any other applicable law. Directs the Comptroller General to study and report to Congress on whether there is a correlation between compensation structures and excessive risk taking. Requires the study, in determining whether a company failed, or nearly failed but for government assistance, to focus on:
(1) companies that received exceptional assistance under the Troubled Asset Relief Program (TARP) under the Emergency Economic Stabilization Act of 2009 (EESA) or other forms of significant government assistance, including under the Automotive Industry Financing Program, the Targeted Investment Program, the Asset Guarantee Program, and the Systemically Significant Failing Institutions Program;
(2) the Federal National Mortgage Association (Fannie Mae);
(3) the Federal Home Loan Mortgage Corporation (Freddie Mac); and
(4) companies that participated in the SEC's Consolidated Supervised Entities Program as of January 2008.

...Read the Rest

Organizations Supporting H.R.3269

  • themiddleclass.org
  • Service Employees International Union
  • Americans for Financial Reform
  • shareowners.org
  • Social Investment Forum

Organizations Opposing H.R.3269

  • Credit Union National Association
  • National Association of Manufacturers
  • Retail Industry Leaders Association
  • Republican Study Committee
  • openmarket.org
  • Freedomworks
  • ...and 3 more. See all.
See the money trail behind this bill for more info on how campaign contributions may be influencing senators' and representatives' votes.


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08/05/09
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This time their weapon of choice is the Corporate and Financial Institution Compensation Fairness Act of 2009, also known at HR 3269. ...

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12/17/10
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Source: compensation claims
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12/09/10
Dodd-Frank Wall Street Reform and Consumer Financial Protection ...

07/30/2009 - H.R. 3269 reported as amended (H. Rept. 111-236) from House Fin. Services Cmte 07/21/2009 - H.R. 3269 introduced by Rep. Frank - Corp. & Fin. Inst. Compensation Fairness Act 07/16/2009 - Admn. draft on executive ...

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11/25/10
FINDING THE “TRUST”: Truth and Consequences « Livinglies's Weblog

Just a cursory glance at these two nitwits, reps Biggert and Bachus….she, Judy Biggert R IL, voted against HR 3269, which says…Corporations do not exist to benefit themselves. They are given existence by their charters on the condition ...

Source: Livinglies's Weblog
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