CITE

    15 USC Sec. 77ppp                                           01/08/2008

EXPCITE

    TITLE 15 - COMMERCE AND TRADE
    CHAPTER 2A - SECURITIES AND TRUST INDENTURES
    SUBCHAPTER III - TRUST INDENTURES

HEAD

    Sec. 77ppp. Directions and waivers by bondholders; prohibition of
      impairment of holder's right to payment; record date

STATUTE

    (a) Directions and waivers by bondholders
      The indenture to be qualified -
        (1) shall automatically be deemed (unless it is expressly
      provided therein that any such provision is excluded) to contain
      provisions authorizing the holders of not less than a majority in
      principal amount of the indenture securities or if expressly
      specified in such indenture, of any series of securities at the
      time outstanding (A) to direct the time, method, and place of
      conducting any proceeding for any remedy available to such
      trustee, or exercising any trust or power conferred upon such
      trustee, under such indenture, or (B) on behalf of the holders of
      all such indenture securities, to consent to the waiver of any
      past default and its consequences; or
        (2) may contain provisions authorizing the holders of not less
      than 75 per centum in principal amount of the indenture
      securities or if expressly specified in such indenture, of any
      series of securities at the time outstanding to consent on behalf
      of the holders of all such indenture securities to the
      postponement of any interest payment for a period not exceeding
      three years from its due date.
    For the purposes of this subsection and paragraph (3) of subsection
    (d) of section 77ooo of this title, in determining whether the
    holders of the required principal amount of indenture securities
    have concurred in any such direction or consent, indenture
    securities owned by any obligor upon the indenture securities, or
    by any person directly or indirectly controlling or controlled by
    or under direct or indirect common control with any such obligor,
    shall be disregarded, except that for the purposes of determining
    whether the indenture trustee shall be protected in relying on any
    such direction or consent, only indenture securities which such
    trustee knows are so owned shall be so disregarded.
    (b) Prohibition of impairment of holder's right to payment
      Notwithstanding any other provision of the indenture to be
    qualified, the right of any holder of any indenture security to
    receive payment of the principal of and interest on such indenture
    security, on or after the respective due dates expressed in such
    indenture security, or to institute suit for the enforcement of any
    such payment on or after such respective dates, shall not be
    impaired or affected without the consent of such holder, except as
    to a postponement of an interest payment consented to as provided
    in paragraph (2) of subsection (a) of this section, and except that
    such indenture may contain provisions limiting or denying the right
    of any such holder to institute any such suit, if and to the extent
    that the institution or prosecution thereof or the entry of
    judgment therein would, under applicable law, result in the
    surrender, impairment, waiver, or loss of the lien of such
    indenture upon any property subject to such lien.
    (c) Record date
      The obligor upon any indenture qualified under this subchapter
    may set a record date for purposes of determining the identity of
    indenture security holders entitled to vote or consent to any
    action by vote or consent authorized or permitted by subsection (a)
    of this section. Unless the indenture provides otherwise, such
    record date shall be the later of 30 days prior to the first
    solicitation of such consent or the date of the most recent list of
    holders furnished to the trustee pursuant to section 77lll of this
    title prior to such solicitation.

SOURCE

    (May 27, 1933, ch. 38, title III, Sec. 316, as added Aug. 3, 1939,
    ch. 411, 53 Stat. 1172; amended Pub. L. 101-550, title IV, Sec.
    415, Nov. 15, 1990, 104 Stat. 2731.)

AMENDMENTS

      1990 - Subsec. (a). Pub. L. 101-550, Sec. 415(1)-(3), in
    introductory provisions struck out "may contain provisions" after
    "qualified", in par. (1) inserted "shall automatically be deemed
    (unless it is expressly provided therein that any such provision is
    excluded) to contain provisions" before "authorizing the holders"
    and "or if expressly specified in such indenture, of any series of
    securities" after "principal amount of the indenture securities",
    and in par. (2) inserted "may contain provisions" before
    "authorizing the holders" and "or if expressly specified in such
    indenture, of any series of securities" after "principal amount of
    the indenture securities".
      Subsec. (b). Pub. L. 101-550, Sec. 415(5), which directed the
    substitution of "of the indenture to be qualified" for "thereof",
    was executed by making the substitution for "thereof" the first
    time appearing, as the probable intent of Congress.
      Subsec. (c). Pub. L. 101-550, Sec. 415(6), added subsec. (c).