II 111th CONGRESS 1st Session S. 1198 IN THE SENATE OF THE UNITED STATES June 8, 2009 Mr. Alexander (for himself, Mr. Bennett, Mr. McConnell, Mr. Kyl, Mr. Vitter, Mr. Cornyn, Mr. Isakson, Mr. Roberts, Mr. Gregg, and Mr. Wicker) introduced the following bill; which was read twice and referred to the Committee on Banking, Housing, and Urban Affairs A BILL To limit disbursement of additional funds under the Troubled Asset Relief Program to certain automobile manufacturers, to impose fiduciary duties on the Secretary of the Treasury with respect to shareholders of such automobile manufacturers, to require the issuance of shares of common stock to eligible taxpayers which represent the common stock holdings of the United States Government in such automobile manufacturers, and for other purposes.

1.

Short title

This Act may be cited as the Auto Stock for Every Taxpayer Act.

2.

Restrictions on TARP expenditures for automobile manufacturers; fiduciary duty to taxpayers; required issuance of common stock to taxpayers

(a)

Prohibition on further TARP funds

Notwithstanding any provision of the Emergency Economic Stabilization Act of 2008 (Public Law 110–434), or any other provision of law, the Secretary may not expend or obligate any funds made available under that Act on or after the date of enactment of this Act with respect to any designated automobile manufacturer. (b)

Fiduciary duty to shareholders

With respect to any designated automobile manufacturer, the Secretary, and the designee of the Secretary who is responsible for the exercise of shareholder voting rights with respect to a designated automobile manufacturer pursuant to assistance provided under the Emergency Economic Stabilization Act of 2008, shall have a fiduciary duty to the American taxpayer for the maximization of the return on the investment of the taxpayer under that Act, in the same manner, and to the same extent that any director of an issuer of securities has with respect to its shareholders under the securities laws and all applicable provisions of State law. (c)

Required issuance of common stock to eligible taxpayers

Not later than 1 year after the emergence of any designated automobile manufacturer from bankruptcy protection described in subsection (e)(1)(B), the Secretary shall issue a certificate of common stock to each eligible taxpayer, which shall represent such taxpayer's share of the aggregate common stock holdings of the United States Government in the designated automobile manufacturer on such date. (d)

Civil actions authorized

A person who is aggrieved of a violation of the fiduciary duty established under subsection (b) may bring a civil action in an appropriate United States district court to obtain injunctive or other equitable relief relating to the violation. (e)

Definitions

As used in this section— (1)the term designated automobile manufacturer means an entity organized under the laws of a State, the primary business of which is the manufacture of automobiles, and any affiliate thereof, if such automobile manufacturer— (A)has received funds under the Emergency Economic Stabilization Act of 2008 (Public Law 110–434), or funds were obligated under that Act, before the date of enactment of this Act; and (B)has filed for bankruptcy protection under chapter 11 of title 11, United States Code, during the 90-day period preceding the date of enactment of this Act; (2)the term eligible taxpayer means any individual taxpayer who filed a Federal taxable return for taxable year 2008 (including any joint return) not later than the due date for such return (including any extension); (3)the term Secretary means the Secretary of the Treasury or the designee of the Secretary; and (4)the terms director, issuer, securities, and securities laws have the same meanings as in section 3 of the Securities Exchange Act of 1934 (15 U.S.C. 78c).