Alaska Native Claims Settlement Act Amendments of 1987

(House agreed to Senate amendment with amendment under suspension of rules, roll call #506 (397-9))

Alaska Native Claims Settlement Act Amendments of 1987 - Amends the Alaska Native Claims Settlement Act to authorize an Alaska native regional corporation, if authorized by an amendment to its articles of incorporation, to issue up to 100 shares of settlement common stock to certain natives who: (1) were born after December 18, 1971; (2) are age 65; or (3) are eligible for enrollment but are unenrolled. Sets forth provisions with respect to such stock, including: (1) the cancellation of such stock upon death of such natives and no compensation to be paid to the estate of the deceased native; (2) restrictions on certain rights to share in distributions of corporate funds and other net income and in distributions among village corporations, unless approved by the majority of the existing holders of a specified class of settlement common stock; and (3) the issuance of additional shares of such stock as a dividend.

Authorizes a regional corporation to issue shares of stock other than settlement common stock and to amend its articles of incorporation to provide for: (1) the exclusion of such shares from the preemptive rights of shareholders under State law; (2) the issuance of such shares precluding the corporation from conveying assets to a State-Chartered Settlement Trust or issuing shares without adequate consideration; (3) the division of such shares into classes for dividend rights, voting rights, and liquidation preferences; (4) specified restrictions on alienation; and (5) restricting such shares to specified natives.

Sets forth restrictions with respect to the issuance of stock other than settlement common stock.

Requires an amendment to the articles of incorporation of a regional corporation to specify: (1) the maximum number of shares of any class of stock that may be issued; and (2) the maximum number of votes that may be held by such shares. Requires that the shareholders of a regional corporation be advised if an amendment to the articles of incorporation authorizes the issuance of stock that might cause the outstanding shares of settlement common stock to represent less than a majority of the corporation's voting power for electing directors.

Excludes the stock issued as a dividend on outstanding shares of settlement common stock and stock other than settlement common stock from sharing in distributions of corporate funds and distributions among village corporations, unless authorized by shareholders who have those rights. Limits the rights to share in distributions of corporate funds and distributions among village corporations to the original shares of settlement common stock issued to non-village shareholders and requires such distributions to be made by applying the ratio last computed prior to the enactment of this Act.

Grants specified rights and places certain alienability restrictions on settlement common stock.

Sets forth provisions relating to the inheritance of settlement common stock and replacement common stock.

Applies to urban corporations and group corporations (currently, village corporations) the requirements for the organization of regional corporations.

Sets forth procedures for approving: (1) an amendment to the articles of incorporation of a native corporation; or (2) a resolution approving payment to dissenting stockholders.

Continues the alienability restrictions until terminated. Sets forth the procedure for a native corporation to terminate alienability restrictions.

Authorizes a native corporation, prior to December 18, 1991, to amend its articles of incorporation to implement a recapitalization plan. Allows such a plan to maintain or extend alienability restrictions for: (1) an indefinite period; (2) a specified period not to exceed 50 years; or (3) a period that shall end upon the occurrence of a specified event. Allows the postponement of the termination of alienability restrictions if a further amendment is approved.

Removes a corporation's duty to provide dissenters rights based on alienability restrictions if a recapitalization plan distributes voting alienable common stock to each holder of shares of settlement common stock that carries aggregate dividend and liquidation rights equivalent to those carried by such shares of settlement common stock.

Provides that the option to terminate alienability restrictions will not apply to a native corporation whose board of directors approves, within one year after the enactment of this Act, a resolution choosing a recapitalization plan. Exempts village corporations, urban corporations, and group corporations outside the Bristol Bay and Aleut regions from such alienability restrictions.

Allows the extension of alienability restrictions for: (1) an indefinite period; or (2) a specified period up to 50 years. Allows postponement of the termination of such period if a further amendment to the articles of incorporation is approved. Allows a native corporation which has extended alienability restrictions to terminate them.

Makes shareholders eligible for compensation as dissenters if they: (1) voted against an amendment extending alienability restrictions; (2) desire to relinquish their settlement common stock and notify the corporation within 90 days of the vote of the shareholders on the amendments to extend alienability restrictions. Provides that within 120 days of the vote on an amendment to extend alienability restrictions shareholders who have notified the corporation of their desire to relinquish settlement common stock shall receive either: (1) alienable common stock; or (2) an opportunity to request payment for their settlement common stock.

Limits compensation to dissenters to the first extension of alienability restrictions and prohibits dissenters rights for subsequent extensions.

Sets forth procedures with respect to the issuance of alienable common stock.

Requires the board of directors to exchange for each share of settlement common stock carrying the right to share in distributions for corporate funds and among village corporations either: (1) a share of alienable common stock carrying such right; or (2) a share of alienable common stock lacking such right together with a separate, nonvoting security that represents only such right. Allows the board of directors, in the resolution providing for dissenters rights, to impose certain conditions and restrictions upon the alienable common stock to be issued in exchange for settlement common stock.

Prohibits alienable common stock issued in exchange for settlement common stock from carrying voting rights if it is owned by a person who is not a native or a descendant of a native.

Requires a purchaser of alienable common stock to deliver a statement certifying certain information to the corporation.

Authorizes minority dissenting shareholders of a native corporation to demand payment for all of their shares of settlement common stock if the majority: (1) fails to approve an amendment terminating alienability restrictions; or (2) approves an amendment to continue alienability restrictions without issuing alienable common stock. Requires a demand for payment for failing to terminate alienability restrictions to be honored only if the shareholders provided for the purchase of settlement common stock from dissenting shareholders through a resolution contemporaneous with the vote. Requires a demand for payment for continuing alienability restrictions to be honored.

Requires that except as provided in this Act State laws governing the rights of dissenting shareholders shall apply to demands for payment.

Authorizes the board of directors of a native corporation to place conditions on a demand for payment.

Authorizes a native corporation to make payments to dissenting shareholders by issuing a secured negotiable note. Reduces the payment to dissenting shareholders by the amount of dividends paid on their settlement common stock after the date of the vote leading to dissenters rights. Prohibits dissenting shareholders from having an interest in shares of settlement common stock or in the native corporation after receiving a cash payment through their dissenters rights.

Authorizes a native corporation to convey assets, excluding a subsurface estate of land, to a State-chartered settlement trust. Authorizes a native corporation that has established a State-chartered settlement trust to: (1) expand the class of beneficiaries to include holders of settlement common stock issued after the creation of the trust without compensating the original beneficiaries; and (2) amend the purposes for which the trust was established. Prohibits a trust from: (1) operating as a business; (2) alienating land or any interest in land received from the settlor native corporation; or (3) discriminating in favor of the employees, officers, or directors of the settlor native corporation.

Prohibits the harvesting of timber resources conveyed to a trust for sale, exchange, or otherwise conveyed, except to: (1) dispose of diseased or dying timber or to prevent the spread of disease; (2) prevent fire; and (3) ensure public safety. Requires the payment of revenue from timber harvests to the regional corporation that made the original conveyance. Extends to the trust liability for: (1) contracts to which the assets of the native corporation were subject prior to their transfer to the trust; and (2) a claim against any land, timber resources or assets transferred to the trust which shall be enforceable to the same extent as it would have been against the native corporation.

Amends the Alaska National Interest Lands Conservation Act of 1980 to provide that no lands (currently, lands not owned by native corporations) shall be included in the Alaska Land Bank Program unless the Secretary of the Interior or the State determine that their inclusion will promote the purposes of the program.

Removes the management of fish and wildlife from the types of technical assistance the Secretary is authorized to provide to the landowners.

Provides that all interests in land conveyed pursuant to the Alaska Native Claims Settlement Act to a native individual or corporation or subsequently reconveyed to a State-chartered settlement trust shall be exempt, providing they are not developed or sold or leased to third parties, from: (1) adverse possession and similar claims based upon estoppel (currently, adverse possession); (2) real property taxes by any government entity (currently, real property taxes and assessments); (3) judgments resulting from a claim based on the bankruptcy code, insolvency laws or laws affecting creditors' rights; (4) judgments against a native corporation, State-chartered settlement trust (currently, native corporation or native group) or any employee, officer, director, or shareholder of such corporation or trust (currently, officer, director, or stockholder of any corporation or group) unless this exemption is contractually waived; and (5) involuntary distributions or conveyances related to the involuntary dissolution of a native corporation or State-chartered settlement trust.

Sets forth certain restrictions on trustees, receivers, or custodians vested with the interest of a native individual or corporation, with respect to any land covered by the automatic protections of the Alaska Land Bank.

Provides that the protections for lands conveyed to a native individual, native corporation or State-chartered settlement trust shall not apply to any land which is: (1) developed, leased, or sold to a third party; (2) held by a native corporation in which settlement common stock does not represent a majority of either the corporation's total equity or total voting power for the purpose of electing directors; or (3) held by a State-chartered settlement trust for which any conditions of the trust have been violated.

Provides for the recapture of State and local property taxes on land conveyed by the Federal Government to a native individual, native corporation or a State-chartered settlement trust upon the final approval of a subdivision plat.

Extends the exemption of native corporations from the Investment Company Act of 1940, the Securities Act of 1933 and the Securities Exchange Act of 1934 until the earlier of the day after: (1) the date on which the corporation issues shares of stock other than settlement common stock; (2) the date on which alienability restrictions are terminated; or (3) the date on which the corporation files a registration statement with the Securities and Exchange Commission (currently, through December 31, 1991).

Excludes holders of settlement common stock from the calculation that determines the applicability of the registration requirements of the Securities Exchange Act of 1934. Extends the exemption of native corporations from the Investment Company Act of 1940 until January 1, 2001 (currently, December 31, 1991).

Prohibits the use of any compensation, stock, land or interest in land or other benefits received under this Act in determining the eligibility of a household, an individual native, or a descendant of a native for: (1) the food stamp program; (2) the Social Security Act; or (3) benefits under any other Federal program. Declares that Alaska Natives shall remain eligible for all Federal Indian programs on the same basis as other Native Americans.

Provides that a native corporation and its subsidiary corporations, joint ventures, and partnerships shall be considered to be a corporation owned and controlled by natives and a minority business enterprise if a majority of both the total equity and the total voting power of the corporation for the purposes of electing directors, the general partner, or principal officers is represented by: (1) the settlement common stock; (2) the settlement common stock of the corporation and other stock of the corporation held by holders of settlement common stock; or (3) settlement common stock and other stock of the corporation held by holders of settlement common stock and by natives and descendants of natives. Authorizes Federal agencies to apply less restrictive standards for determining minority ownership or control of native corporations, both now and in the future.

Amends the Federal Oil and Gas Royalty Management Act of 1982 to extend such Act to certain Indian lands and Indian tribes.

Provides that the Civil Rights Act of 1964 will apply to partnerships, joint ventures, trusts, or affiliates in which a native corporation owns at least 25 percent of the equity.

Sets forth time limitations for filing civil actions challenging the constitutionality of this Act.

Gives the United States District Court for the District of Alaska exclusive jurisdiction over civil action challenging the constitutionality of this Act. Requires that an appeal of the final judgment be made directly to the U.S. Supreme Court. Prohibits the entry of a money judgment against the United States in a civil action. Provides that no provision of this Act shall be construed to affect: (1) any assertion that a native organization has governmental authority over lands in Alaska; or (2) any assertion that Indian country exists in Alaska.