§ 77ppp. — Directions and waivers by bondholders; prohibition of impairment of holder's right to payment; record date.
[Laws in effect as of January 24, 2002]
[Document not affected by Public Laws enacted between
January 24, 2002 and December 19, 2002]
[CITE: 15USC77ppp]
TITLE 15--COMMERCE AND TRADE
CHAPTER 2A--SECURITIES AND TRUST INDENTURES
SUBCHAPTER III--TRUST INDENTURES
Sec. 77ppp. Directions and waivers by bondholders; prohibition
of impairment of holder's right to payment; record date
(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.
(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).
Section Referred to in Other Sections
This section is referred to in sections 77jjj, 77ooo, 77rrr of this
title.
