PlainBillCongress, translated.Legislation. Context. Public interest.Received in the Senate and read twice and referred to the Committee on Banking.
Congressional Research Service
Version 00 · Introduced in House · Jan 26, 1993
Limited Partnership Rollup Reform Act of 1993 - Amends the Securities Exchange Act of 1934 to revise proxy solicitation rules with respect to limited partnership rollup transactions (in which general partners combine several limited partnerships into one unit that trades on a stock exchange or a single limited partnership is reorganized so that some or all of the investors receive new securities or securities in another entity). Requires the Securities and Exchange Commission (SEC) to prescribe proxy rules to: (1) permit dissenting shareholders in a proposed rollup to contact, without filing soliciting material with the SEC, other limited partners before the transaction date in order to determine whether to solicit proxies, consents, or authorizations in opposition to the proposed transaction; (2) require the issuer to provide a shareholder (limited partner) with a list of all limited and general partners involved in the proposed rollup; (3) prohibit the direct or indirect payment of any person providing solicitation services (a broker-dealer) on the basis of whether the solicited proxies, consents, or authorizations either approve or disapprove the proposed transaction, or the transaction is approved or completed; (4) require the rollup soliciting material to be clear, concise, and understandable and summarize all effects of the proposed transaction, its risks, conflicts of interest, changes in voting rights and ownership interests, dissenters' rights, and other pertinent information; (5) provide that the soliciting material contain an opinion by an outside person on the fairness of the proposed transaction to shareholders; and (6) give each shareholder at least 60 days to review the soliciting material. Authorizes the SEC to grant exemptions from these requirements. Excludes transactions involving certain kinds of limited partnerships from the meaning of limited partnership rollup transaction. Requires the rules of a national securities association to prevent association members from participating in any rollup transaction unless it protects specified rights of dissenting limited partners. Requires: (1) a national securities exchange to prohibit the listing of any security resulting from a rollup transaction; and (2) the rules of a national securities association to prohibit the authorization for quotation on an association-sponsored automated interdealer quotation system of any security the SEC designates as a national market system security resulting from a rollup transaction, unless such dissenters' rights were provided for.
People & committees
Rep. Markey, Edward J. [D-MA-7] · D–MA
Legislative record
A procedural vote is different from passage. Passage in one chamber does not establish enactment. Explore the glossary.
Received in the Senate and read twice and referred to the Committee on Banking.
Motion to reconsider laid on the table Agreed to without objection.
On motion to suspend the rules and pass the bill, as amended Agreed to by the Yeas and Nays (2/3 required): 408 - 6 (Roll No. 47).
House roll call 47 · Individual votesPassed/agreed to in House: On motion to suspend the rules and pass the bill, as amended Agreed to by the Yeas and Nays (2/3 required): 408 - 6 (Roll No. 47).
House roll call 47 · Individual votesConsidered as unfinished business. (CR H950-951)
At the conclusion of debate, the Yeas and Nays were demanded and ordered. Pursuant to the provisions of clause 5, rule I, the chair announced that further proceedings on the motion would be postponed.
DEBATE - The House proceeded with forty minutes of debate.
Considered under suspension of the rules. (consideration: CR H942-947)
Mr. Markey moved to suspend the rules and pass the bill, as amended.
Placed on the Union Calendar, Calendar No. 10.
Reported (Amended) by the Committee on Energy and Commerce. H. Rept. 103-21.
Reported (Amended) by the Committee on Energy and Commerce. H. Rept. 103-21.
Ordered to be Reported (Amended) by Voice Vote.
Committee Consideration and Mark-up Session Held.
Forwarded by Subcommittee to Full Committee (Amended) by Voice Vote.
Subcommittee Consideration and Mark-up Session Held.
Subcommittee Hearings Held.
Referred to the Subcommittee on Telecommunications and Finance.
Referred to the House Committee on Energy and Commerce.
Sponsor introductory remarks on measure. (CR E158, E164)
Introduced in House
Introduced in House
Primary sources
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Source last updated: Jan 14, 2025. Consult Congress.gov for the current record.
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