What has transpired, however, is not balance but rather the dominance of the oppression cause of action. Nationwide, courts and legislatures have attempted to balance shareholder and corporate rights by upholding the line between direct and derivative shareholder actions, and when Michigan revised its oppression statute in 1989, it simultaneously adopted substantial changes to the provisions governing derivative litigation. What has begun to crystallize is the vitality of the minority shareholder oppression claim. The result has been a small library of literature, a multitude of court opinions (not all reconcilable), as well as three revisions to the oppression statute itself. Laws § 450.1493a, Michigan courts and lawyers continue to struggle with the ramifications of these changes. Laws § 450.1489 (section 489) within the Michigan Business Corporations Act (MBCA) and added a universal demand rule for all shareholder derivative actions, Mich. Frank Church (D-Idaho).Twenty-five years after the Michigan legislature revised and relocated the minority shareholder oppression statute, Mich. He worked on the Senate Intelligence Committee and was a top aide to then-Sen. Peter Fenn is founder of Fenn & King Communications, a Democratic political consulting firm. Smith Goes to Washington.” Or they can look like obstructionists who are impeding real change for the nation. The lawmakers can all look like Jimmy Stewart in “Mr. This option still leaves the Senate with the problem of a continuous supermajority to pass legislation.Īs long as one party or faction feels compelled to constantly require 60 votes to pass anything, the short-term option may be to call its bluff and bring in those lovely cots to sleep in just off the Senate floor. The third is to further lower the number of votes needed - say, to 55 instead of 60. The second is to invoke the so-called nuclear option and end the filibuster altogether. This would tie up the Senate and provoke a political standoff. The first is to confront the filibuster as it was intended: to demand continuous debate on an issue, causing a major confrontation with the minority. Demanding 60 votes on nearly every issue takes our country down a very dangerous path. Whoever is in power should also respect up-or-down votes, as we have for more than 200 years. Obama has said that it is the job of the majority to be inclusive and bring in the minority, just as it should be the job of the minority to be constructive. We have seen the rapid evolution of a nation that covets the concept of majority rule to one where the tyranny of the minority threatens to paralyze the country. There is a place for a supermajority: impeachment, eviction of members, veto overrides, votes on treaties and constitutional amendments.īut we should not have such requirements for the regular conduct of legislative business, especially at times like these, when action is required to move the country forward. Arnold Schwarzenegger faced serious paralysis as his state confronted the economic crisis. Now, 16 states require a two-thirds vote to raise taxes, and some, such as California, demand it to approve even a state budget. This acceptance of a supermajority to get anything done in America has gotten way out of hand. Sixty votes to pass a stimulus bill, 60 votes to pass a budget and 60 votes to pass health care reform, a new energy plan, an education program or basically any serious initiative the president proposes. But the last Congress alone had 112 cloture motions filed, plus threats of more. In the first 50 years of the filibuster, it was used only 35 times. The “phantom filibuster,” as University of Connecticut professor emeritus David RePass calls the mere threat of a filibuster, has tied the Senate in knots. I joke that you need 60 votes to rename a post office. We believed it would be easier to stop obstructionists from paralyzing the Senate. Most of us thought that was a good thing, changing the Senate’s Rule 22, which was adopted in 1917. As a new Senate staffer in 1975, I also remember the heated debate over the effort to change the vote on cloture from two-thirds to three-fifths, or 60 votes, to shut off debate. The rows of uncomfortable beds rolled in made Army barracks look luxurious. I remember, as a Senate page in the 1960s, the great debates on civil rights that would go on night after night.
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