2005 House Bill 5323 / 2006 Public Act 68

Revise definition of unfair corporate board conduct

Introduced in the House

Oct. 18, 2005

Introduced by Rep. Steve Tobocman (D-12)

To revise the definition of “willfully unfair and oppressive conduct” by corporations in actions brought by a shareholder against the board of directors. The bill would establish that willfully unfair and oppressive conduct may include the termination of employment or limitations on employment benefits that disproportionately interfere with distributions to or other interests of a particular shareholder.

Referred to the Committee on Commerce

Nov. 8, 2005

Reported without amendment

Without amendment and with the recommendation that the bill pass.

Nov. 30, 2005

Passed in the House 106 to 0 (details)

Received in the Senate

Dec. 1, 2005

Referred to the Committee on Economic Development, Small Business, and Regulatory Reform

Feb. 28, 2006

Reported without amendment

With the recommendation that the bill pass.

March 2, 2006

Passed in the Senate 34 to 0 (details)

To revise the definition of “willfully unfair and oppressive conduct” by corporations in actions brought by a shareholder against the board of directors. The bill would establish that willfully unfair and oppressive conduct may include the termination of employment or limitations on employment benefits that disproportionately interfere with distributions to or other interests of a particular shareholder.

Signed by Gov. Jennifer Granholm

March 16, 2006