124 STAT. 1906 PUBLIC LAW 111–203—JULY 21, 2010 505 of the Gramm-Leach-Bliley Act and, for purposes of such sec- tion, a violation of this section or such regulations shall be treated as a violation of subtitle A of title V of such Act. (e) DEFINITIONS.—As used in this section— (1) the term ‘‘appropriate Federal regulator’’ means the Board of Governors of the Federal Reserve System, the Office of the Comptroller of the Currency, the Board of Directors of the Federal Deposit Insurance Corporation, the Director of the Office of Thrift Supervision, the National Credit Union Administration Board, the Securities and Exchange Commis- sion, the Federal Housing Finance Agency; and (2) the term ‘‘covered financial institution’’ means— (A) a depository institution or depository institution holding company, as such terms are defined in section 3 of the Federal Deposit Insurance Act (12 U.S.C. 1813); (B) a broker-dealer registered under section 15 of the Securities Exchange Act of 1934 (15 U.S.C. 78o); (C) a credit union, as described in section 19(b)(1)(A)(iv) of the Federal Reserve Act; (D) an investment advisor, as such term is defined in section 202(a)(11) of the Investment Advisers Act of 1940 (15 U.S.C. 80b-2(a)(11)); (E) the Federal National Mortgage Association; (F) the Federal Home Loan Mortgage Corporation; and (G) any other financial institution that the appropriate Federal regulators, jointly, by rule, determine should be treated as a covered financial institution for purposes of this section. (f) EXEMPTION FOR CERTAIN FINANCIAL INSTITUTIONS.—The requirements of this section shall not apply to covered financial institutions with assets of less than $1,000,000,000. SEC. 957. VOTING BY BROKERS. Section 6(b) of the Securities Exchange Act of 1934 (15 U.S.C. 78f(b)) is amended— (1) in paragraph (9)— (A) in subparagraph (A), by redesignating clauses (i) through (v) as subclauses (I) through (V), respectively, and adjusting the margins accordingly; (B) by redesignating subparagraphs (A) through (D) as clauses (i) through (iv), respectively, and adjusting the margins accordingly; (C) by inserting ‘‘(A)’’ after ‘‘(9)’’; and (D) in the matter immediately following clause (iv), as so redesignated, by striking ‘‘As used’’ and inserting the following: ‘‘(B) As used’’. (2) by adding at the end the following: ‘‘(10)(A) The rules of the exchange prohibit any member that is not the beneficial owner of a security registered under section 12 from granting a proxy to vote the security in connec- tion with a shareholder vote described in subparagraph (B), unless the beneficial owner of the security has instructed the member to vote the proxy in accordance with the voting instruc- tions of the beneficial owner. ‘‘(B) A shareholder vote described in this subparagraph is a shareholder vote with respect to the election of a member
