What is Rule 3b 7 of the Securities Exchange Act of 1934?
Rule 3b-7, applicable to the identification of executive officers in Exchange Act reports such as proxy statements and annual reports on Form 10-K, defines the term as president, any vice president of the registrant in charge of a principal business unit, division or function (such as sales, administration or finance), ...
Rule 16a-1(f) encompasses all of the persons included in Rule 3b-7's definition of “executive officer” – with the only significant difference being that the relevant Section 16 rule specifically includes the principal financial officer and the principal accounting officer, neither of whom are specifically referenced in ...
7. SECURITIES LAWS STUDY. AN ACT To provide for the regulation of securities exchanges and of over-the- counter markets operating in interstate and foreign commerce and through the mails, to prevent inequitable and unfair practices on such exchanges and markets, and for other purposes.
Title 17 section 240.3b–16(a) (“Rule 3b–16(a)”) defines certain terms in the definition of “exchange” under section 3(a)(1) of the Exchange Act to include any organization, association, or group of persons that: (1) brings together the orders for securities of multiple buyers and sellers; and (2) uses established, non- ...
The Securities Exchange Act requires disclosure of important information by anyone seeking to acquire more than 5 percent of a company's securities by direct purchase or tender offer. Such an offer often is extended in an effort to gain control of the company.
Rule 3b-7, applicable to the identification of executive officers in Exchange Act reports such as proxy statements and annual reports on Form 10-K, defines the term as president, any vice president of the registrant in charge of a principal business unit, division or function (such as sales, administration or finance), ...
Section 16(a) of the Exchange Act requires that directors and officers of a company that has a class of securities registered under Section 12 of the Exchange Act (a “public company”), as well as persons who beneficially own more than 10% of any class of equity security which is registered under Section 12 of the ...
rule 3a-7 under the Investment Company Act of 1940 (the "Act"), to exclude issuers that pool income-producing assets and issue securities backed by those assets ("structured financing") from the definition of "investment company." The rule permits structured financings to · offer their securities publicly In the United ...
Section 16(a) of 1934 Act defines any person who is an executive officer, a director, or a 10- percent shareholder of an equity security of a “reporting company” as a statutory insider for Section 16 purposes. Only applies to officers who have discretionary policy-making authority.
An officer or director of the company selling the securities. An individual with more than $200,000 in income or $1 million in net worth. A bank, broker, or investment adviser. A state retirement plan with more than $5 million in assets.
What is 3 A )( 11 of the Securities Exchange Act of 1934?
[2] Section 3(a)(11) of the Securities Act is generally known as the “intrastate offering exemption.” To qualify for the exemption, an issuer must be organized in the state where it is offering the securities; carry out a significant amount of its business in that state; and make offers and sales only to residents of ...
17 CFR 240.3b-3(c) - (e). Rule 3b-3 defines the term "short sale" as any sale of a security that the seller does not own or any sale that is consummated by the delivery of a security borrowed by, or for the account of, the seller. 3 See Exchange Act Release No.
Rule 14a-07 Obligations of registrants to provide a list of, or mail soliciting material to, security holders. 1. the requesting security holder if the registrant's solicitation relates to a going private transaction under rule 13e-3 or [certain roll-up transactions];
New paragraph (a)(17)(iii) of Rule 17a-3 requires each broker-dealer to create a record for each account indicating that each customer was furnished with a copy of any written agreement entered into on or after the effective date of this paragraph pertaining to that account.
Rule 17a-4(i) under the Exchange Act requires that a third party that prepares or maintains the records of a broker-dealer (including a broker-dealer also registered as an SBSD or MSBSP) file a written undertaking wherein the third party agrees, among other things, to permit the examination of the firm's records by ...
Contrasted with the Securities Act of 1933, which regulates these original issues, the Securities Exchange Act of 1934 regulates the secondary trading of those securities between persons often unrelated to the issuer, frequently through brokers or dealers.
On January 26, 2022, the SEC proposed to amend Exchange Act Rule 3b-16 to, among other things, broadly expand the meaning of an "exchange" to include, among other things, DeFi (the "Proposed Rules"). After two 30-day comment periods in spring 2022, the SEC received roughly 250 comments on the Proposed Rules.
Rule 10b–17 requires any issuer of a class of securities publicly traded by the use of any means or instrumentality of interstate commerce or of the mails or of any facility of any national securities exchange to give notice of the following specific distributions relating to such class of securities: (1) a dividend or ...
Rule 14b-1 sets forth obligations of registered brokers and dealers to forward company communications to beneficial owners.
Rule 10b-18 provides an issuer and its affiliated purchasers with a non-exclusive safe harbor from liability under certain market manipulation rules and Rule 10b-5 under the Securities Exchange Act of 1934, as amended (Exchange Act) when repurchases of the issuer's common stock satisfy the Rule's conditions.
What is the rule 14a 8 under the Securities Exchange Act of 1934?
Rule 14a-8 of the Securities Exchange Act of 1934 provides a framework allowing a public company shareholder to request that a proposal be included in the company's proxy statement, to be voted upon at a company's shareholder meeting.
Section 36 of the Securities Exchange Act of 1934 (Exchange Act) authorizes the Commission, by rule, regulation, or order, to exempt, either conditionally or unconditionally, any person, security, or transaction, or any class or classes of persons, securities, or transactions, from any provision or provisions of the ...
A Section 3(a)(9) exchange offer provides various advantages for issuers in a restructuring: (i) it can be completed quickly in the absence of registration or SEC review; (ii) unlike repurchases or tender offers, it does not require cash; and (iii) if all holders participate, it presents an opportunity for retiring an ...
Section 3(a)(4)(B)(ii) of the Exchange Act permits a bank, under certain conditions, to effect securities transactions in a trustee or fiduciary capacity without being registered as a broker.
Section 3(a)(9) exempts any securities exchange by the issuer with its security holders. This means that the new securities being issued and the securities that are being surrendered must be from the same issuer. The “same issuer” can at times be a successor issuer.
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