S.Amdt. 1279

1. Adds SEC. __. AUTHORITY OF THE SECRETARY OF THE TREASURY TO DELEGATE TARP ASSET MANAGEMENT; CREATION OF MANAGEMENT AUTHORITY FOR AUTOMOBILE MANUFACTURERS ASSISTED UNDER TARP wherever appropriate

   Adds a section

   Inserted: SEC. __. AUTHORITY OF THE SECRETARY OF THE TREASURY TO DELEGATE TARP ASSET MANAGEMENT; CREATION OF MANAGEMENT AUTHORITY FOR AUTOMOBILE MANUFACTURERS ASSISTED UNDER TARP.

   Inserted: (a) Authority to Designate Management.--Section 106(b) of the Emergency Economic Stabilization Act of 2008 (12 U.S.C. 5216(b)) is amended by inserting before the period at the end the following: ", and the Secretary may delegate such management authority to a private entity, as the Secretary determines appropriate, with respect to any entity assisted under this Act".

   Inserted: (b) Federal Assistance Limited.--Notwithstanding any provision of the Emergency Economic Stabilization Act of 2008, or any other provision of law, no funds may be expended under the Emergency Economic Stabilization Act of 2008 (Public Law 110-343) or to carry out the Advanced Technology Vehicles Manufacturing Incentive Program established under section 136 of the Energy Independence and Security Act of 2007 (42 U.S.C. 17013) on or after the date of enactment of this Act, until the Secretary of the Treasury transfers all voting, nonvoting, and common equity in any designated automobile manufacturer to a limited liability company established by the Secretary for such purpose, to be held and managed in trust on behalf of the United States taxpayers.

   Inserted: (c) Appointment of Trustees.--

   Inserted: (1) In general.--The President shall appoint 3 independent trustees to manage the equity held in the trust, separate and apart from the United States Government.

   Inserted: (2) Criteria.--Trustees appointed under this subsection--

   Inserted: (A) may not be elected or appointed Government officials;

   Inserted: (B) shall serve at the pleasure of the President, and may be removed for just cause in violation of their fiduciary responsibilities only; and

   Inserted: (C) shall serve without compensation for their services under his section.

   Inserted: (d) Duties of Trust.--Pursuant to protecting the interests and investment of the United States taxpayer, the trust established under this section shall, with the purpose of maximizing the profitability of the designated automobile manufacturers--

   Inserted: (1) exercise the voting rights of the shares of the taxpayer on all core governance issues;

   Inserted: (2) select the representation on the boards of directors of any designated automobile manufacturer; and

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   Inserted: (3) have a fiduciary duty to the American taxpayer for the maximization of the return on the investment of the taxpayer made under the Emergency Economic Stabilization Act of 2008, 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 applications of State law.

   Inserted: (e) Liquidation.--The trustees shall liquidate the trust established under this section, including the assets held by such trust, not later than December 24, 2011.

   Inserted: (f) Definitions.--As used in this section--

   Inserted: (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--

   Inserted: (A) has received funds under the Emergency Economic Stabilization Act of 2008 (Public Law 110-343), or funds were obligated under that Act, before the date of enactment of this Act; and

   Inserted: (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;

   Inserted: (2) the term "Secretary" means the Secretary of the Treasury or the designee of the Secretary; and

   Inserted: (3) 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).

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   Original wording

   At the appropriate place, insert the following:

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As printed