STAND. COM. REP. NO.  683-12

 

Honolulu, Hawaii

                , 2012

 

RE:   H.B. No. 2658

      H.D. 1

 

 

 

 

Honorable Calvin K.Y. Say

Speaker, House of Representatives

Twenty-Sixth State Legislature

Regular Session of 2012

State of Hawaii

 

Sir:

 

     Your Committee on Economic Revitalization & Business, to which was referred H.B. No. 2658 entitled:

 

"A BILL FOR AN ACT RELATING TO CORPORATIONS,"

 

begs leave to report as follows:

 

     The purpose of this measure is to apply the lower shareholder voting requirements to approve a plan of merger or share exchange of corporations incorporated after June 30, 1987, to publicly traded corporations.

 

     Alexander & Baldwin and Maui Land & Pineapple Company, Incorporated testified in support of this measure with amendments.

 

     Your Committee has amended this measure by:

 

     (1)  Extending the lower shareholder voting requirements to approve a plan of merger or share exchange to a corporation incorporated before July 1, 1987, if:

 

          (A)  The plan is a merger plan of a publicly traded parent corporation with or into a subsidiary corporation; and

 

          (B)  All the shares of the subsidiary are owned by the parent corporation;

 

     (2)  Adding a definition for publicly traded corporation; and

 

     (3)  Making technical, nonsubstantive amendments for the purposes of clarity, consistency, and style.

 

     As affirmed by the record of votes of the members of your Committee on Economic Revitalization & Business that is attached to this report, your Committee is in accord with the intent and purpose of H.B. No. 2658, as amended herein, and recommends that it pass Second Reading in the form attached hereto as H.B. No. 2658, H.D. 1, and be placed on the calendar for Third Reading.

 

Respectfully submitted on behalf of the members of the Committee on Economic Revitalization & Business,

 

 

 

 

____________________________

ANGUS L.K. McKELVEY, Chair