Shareholder Democracy Act of 1987

Shareholder Democracy Act of 1987 - Amends the Securities Exchange Act of 1934 to reduce from five percent to two percent the amount of securities acquired in a corporation which triggers public disclosure by the purchaser. Reduces from ten days to two days the time in which such public disclosure must be filed with the issuer, appropriate security exchanges, and the Securities and Exchange Commission (Commission). Requires such a disclosure, regardless of the amount of shares purchased, by a purchaser who makes such a purchase with the intent of acquiring control of the issuer.

Revises disclosure requirements to include the requirement that if the purpose of such purchase is to acquire control of the corporation such disclosure must include a description of major changes affecting the communities in which the corporation operates and changes affecting management, labor organizations, pension funds, employees, and governmental units.

Repeals the exemption from such disclosures for any acquisition or offer to acquire securities by means of a registration statement under the Securities Act of 1933.

Requires that tender offers be accompanied by a disclosure statement containing all the information required to be disclosed upon purchase of two percent or more of the securities of a corporation. Increases from 60 calendar days to 60 business days the time in which a shareholder may withdraw any securities tendered in response to such an offer.

Requires that the consummation of tender offers be approved by the shareholders of both the bidder and the issuer. Provides that State laws may permit the increase of, but not the decrease of, the vote required for the approval of a tender offer or the quorum required at any such meeting of holders of securities.

Provides that any proxy given during a tender offer shall be considered valid and lawful only if: (1) it is revocable at all times prior to the obtaining of the required approval of the shareholders of the issuer or bidder; and (2) such proxy is sought in accordance with applicable State and Federal laws and separate and apart from any tender offer. Prohibits the solicitation of any proxy by either the bidder or the issuer unless such solicitation contains specified required information.

Requires that the meetings for voting on approval of tender offers be held no later than any other shareholder meeting called to vote on another plan or proposal for a major corporate transaction.

Requires tender offers to remain open for at least 60 business days. Exempts tender offers made by an issuer for its own securities if not made in response to another person's offer. Prohibits the making of a tender offer unless such offer is made to all shareholders and all shareholders receive equal value or consideration for their securities.