Corporate Charitable Disclosure Act of 2005

Corporate Charitable Disclosure Act of 2005 - Amends the Securities and Exchange Act of 1934 to require disclosure of: (1) corporate charitable contributions whose value exceeds what the issuer made during the previous year to any nonprofit organization of which a director, officer, or controlling person of the issuer (or a spouse) was a director or trustee (insider affiliated charity); (2) the name of such nonprofit organization and the value of the contribution; (3) the total value of contributions made by the issuer to nonprofit organizations during its previous fiscal year; and (4) the organization name and the value of contributions if the value to any one organization exceeds the amount designated by Securities and Exchange Commission rule.

[Congressional Bills 109th Congress]
[From the U.S. Government Publishing Office]
[H.R. 543 Introduced in House (IH)]






109th CONGRESS
  1st Session
                                H. R. 543

 To amend the Securities and Exchange Act of 1934 to require improved 
    disclosure of corporate charitable contributions, and for other 
                               purposes.


_______________________________________________________________________


                    IN THE HOUSE OF REPRESENTATIVES

                            February 2, 2005

 Mr. Gillmor introduced the following bill; which was referred to the 
                    Committee on Financial Services

_______________________________________________________________________

                                 A BILL


 
 To amend the Securities and Exchange Act of 1934 to require improved 
    disclosure of corporate charitable contributions, and for other 
                               purposes.

    Be it enacted by the Senate and House of Representatives of the 
United States of America in Congress assembled,

SECTION 1. SHORT TITLE.

    This Act may be cited as the ``Corporate Charitable Disclosure Act 
of 2005''.

SEC. 2. DISCLOSURE OF CHARITABLE CONTRIBUTIONS.

    Section 14 of the Securities and Exchange Act of 1934 (15 U.S.C. 
78n) is amended by adding at the end thereof the following new 
subsection:
            ``(i) Disclosure of Charitable Contributions.--
                    ``(1) Disclosures required.--
                            ``(A) Substantial contributions to insider-
                        affiliated charities.--The statements or 
                        documents described in subparagraph (B) shall 
                        include--
                                    ``(i) a disclosure of contributions 
                                whose value exceeds the designated 
                                amount that were made by the issuer 
                                during the issuer's previous year to 
                                any nonprofit organization of which a 
                                director, officer, or controlling 
                                person of the issuer, or a spouse 
                                thereof, was a director or trustee; and
                                    ``(ii) the name of such nonprofit 
                                organization and the value of the 
                                contribution.
                            ``(B) Statements and documents covered.--
                        The requirements of subparagraph (A) apply to--
                                    ``(i) the proxy statement or other 
                                documents accompanying any proxy, 
                                consent, or authorization solicited by 
                                or on behalf of the management of an 
                                issuer in respect of a security 
                                registered pursuant to section 12 of 
                                this title, or a security issued by an 
                                investment company registered under the 
                                Investment Company Act of 1940, prior 
                                to any annual meeting of the holders of 
                                such security; or
                                    ``(ii) if proxies, consents, or 
                                authorizations are not solicited by the 
                                management in respect of the annual 
                                meeting, the written information 
                                statement distributed in connection 
                                therewith.
                    ``(2) Annual statements required.--Every issuer 
                with a security registered pursuant to section 12 of 
                this title, or a security issued by an investment 
                company registered under the Investment Company Act of 
                1940, shall annually make available, in a format 
                designated by the Commission, the total value of 
                contributions made by the issuer to nonprofit 
                organizations during its previous fiscal year, and, if 
                the value of contributions to any organization exceeds 
                the designated amount, the name of that organization 
                and the value of contributions.
                    ``(3) Definitions.--For purposes of this 
                subsection--
                            ``(A) the term `designated amount' means 
                        such amount as may be designated by the 
                        Commission by rule, consistent with the public 
                        interest and the protection of investors for 
                        purposes of this subsection; and
                            ``(B) the Commission may, by such rules as 
                        it deems necessary or appropriate in the public 
                        interest, define the terms executive officer 
                        and controlling person.''.
                                 <all>