A bill to permit shareholders and the Securities and Exchange Commission to seek injunctive relief from harmful defensive tactics by management in corporate takeover situations, and for other purposes.

Amends the Securities Exchange Act of 1934 to prohibit any issuer whose securities are registered under such Act from engaging in any transaction in contemplation of effecting, or of defending against, a change in control of such issuer that is not prudent for the issuer and fair to the issuer's shareholders.

Permits the Securities and Exchange Commission or any shareholder of that issuer to bring suit in the proper district court to enjoin such a transaction and for such other appropriate equitable relief.

Applies such provision to any transactions taken by an issuer or by an officer or director on or after June 1, 1984.