A bill to amend the Securities and Exchange Act of 1934.

Amends the Securities Exchange Act of 1934 to make it unlawful for an issuer to purchase any of its securities at a price above the market from any person who holds more than three percent of the class of securities to be purchased, and has held them for less than two years, unless: (1) such purchase is approved by the affirmative vote of a majority of the issuer's aggregate voting securities; or (2) the issuer makes an offer to acquire, of at least equal value, to all holders of securities of such class and to all holders of any class into which such securities may be converted.