; and (B) the total amount of expenditures for political activities proposed to be made by the issuer for the forthcoming fiscal year; and (2) provide for a separate vote of the shareholders of the issuer to authorize such expenditures for political activities in the total amount described in paragraph (1). (c) Vote required To make expenditures No issuer shall make an expenditure for political activities in any fiscal year unless such expenditure— (1) is of the nature of those proposed by the issuer in subsection (b)(1); and (2) has been authorized by a vote of the majority of the outstanding shares of the issuer in accordance with subsection (b)(2). (d) Fiduciary duty; liability (1) Fiduciary duty A violation of subsection (c) shall be considered a breach of a fiduciary duty of the officers and directors who authorized the expenditure for political activities. (2) Liability An officer or director of an issuer who authorizes an expenditure for political activities in violation of subsection (c) shall be jointly and severally liable in any action brought in a court of competent jurisdiction to any person or class of persons who held shares at the time the expenditure for political activities was made for an amount equal to 3 times the amount of the expenditure for political activities. (e) Disclosure of votes (1) Disclosure required Each institutional investment manager subject to section 13(f) shall disclose not less frequently than annually how the institutional investment manager voted on any shareholder vote under subsection (a), unless the vote is otherwise required by rule of the Commission to be reported publicly. (2) Rules Not later than 6 months after the date of enactment of this section, the Commission shall issue rules to carry out this subsection that require that a disclosure required under paragraph (1)— (A) be made not later than 30 days after a vote described in paragraph (1)